Effective Date: January 2, 2020

Thanks for choosing to ride with HOPR.

If you don’t agree to these terms and conditions, you may not use our services. We may amend these terms from time to time, and the revised version will be effective when posted on this website or otherwise made available to you. The revised terms supersede any previous versions.

IMPORTANT NOTE ON ARBITRATION: PLEASE CAREFULLY REVIEW THE ARBITRATION PROVISION IN SECTION 12, WHICH REQUIRES YOU TO RESOLVE ANY DISPUTES WITH HOPR ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. YOUR AGREEMENT TO THESE TERMS INDICATES YOUR EXPRESS ACKNOWLEDGEMENT AND AGREEMENT THAT YOU HAVE READ AND UNDERSTAND HOW THE ARBITRATION PROVISION WORKS.

INTRODUCTION

In consideration of Your use of any of the HOPR Services (defined below) provided by CycleHop, LLC d/b/a HOPR (“HOPR” or “We”), HOPR requires that You (“Rider,” “You,” or “Your”) (acting for all of Rider’s family, heirs, agents, affiliates, representatives, successors, and assigns) agree to all terms and conditions in this HOPR Rental Agreement, Waiver of Liability, and Release (the “Agreement”).

The services provided by HOPR include, among other things, (1) the HOPR transit mobile application (“HOPR Transit App”) and related website, (2) the HOPR S electric scooter, or such other model of electric scooter that HOPR may provide access to from time to time (each a “Vehicle” or collectively, the “Vehicles”), and (3) all other related equipment, personnel, services, applications, websites, and information provided or made available by HOPR (collectively, the “HOPR Services”).

In addition to HOPR’s Terms of Service, located at https://gohopr.com/terms-usa/, which You expressly agreed to when you signed up for HOPR, You should carefully read all terms and conditions contained herein before entering into this Agreement. Unless otherwise indicated, all monetary values set forth in this Agreement will be deemed to be denominated in United States dollars.

1. RENTAL AND USE OF VEHICLE.

1. Rider is Sole User. HOPR and the Rider are the only parties to this Agreement. The Rider is the sole renter and is solely responsible for compliance with all terms and conditions contained herein. You understand that when You activate a Vehicle, the Vehicle must be used only by You. You must not allow others to use a Vehicle that You have activated.

1. Guest Riders. If available in your area, You may use the HOPR Transit App to initiate the rental of a Vehicle for a guest rider(s). For each of Your additional guest riders to be authorized to use the HOPR Serviecs, You, as a “host”, agree and acknowledge that all riders in your group are at least 18 years old, that You assume full responsibility for all damage and injuries caused by You or Your guests, that only one guest rider will operate one Vehicle, and that You will pay for all of the rides using Your account. Additionally, You must ensure that each guest rider personally reads and agrees to HOPR’s Rental Agreement and Privacy Policy, and that each guest rider agrees to the terms and conditions of HOPR’s guest agreement, all of which are available on the device used by You to access the HOPR Transit App. Each guest must provide a valid email address, agree that he or she is at least 18 years old or other legal age of majority, and agree to and comply with such other applicable terms and conditions that might govern the use of the HOPR Services. 

1. Rider is At Least 18 Years Old. Rider represents and certifies that Rider is at least 18 years old.

1. Rider is a Competent Vehicle Operator. Rider represents and certifies that Rider is familiar with the operation of the Vehicle, is reasonably competent and physically fit to ride the Vehicle, and has reviewed the safety materials provided in the HOPR Transit App and/or HOPR’s website. By choosing to ride a Vehicle, Rider assumes all responsibilities and risks for any injuries, death, or medical conditions. You are responsible for determining whether conditions, including, without limitation, rain, fog, snow, hail, ice, heat or electrical storms, make it dangerous to operate a Vehicle. You are advised to adjust Your riding behavior and braking distance to suit the weather, visibility, surrounding environment, and traffic conditions.

1. Vehicle is the Exclusive Property of HOPR. Rider agrees that the Vehicle and any HOPR equipment attached thereto is and will remain the exclusive property of HOPR. You must not dismantle, write on, or otherwise modify, repair, or deface a Vehicle, any part of a Vehicle, or other HOPR equipment in any way. You must not write on, peel, or otherwise modify or deface any sticker on a Vehicle in any way. You must not use a Vehicle, or other HOPR equipment, for any advertising or other commercial purpose without the express written permission of HOPR.

1. Vehicle Operating Hours and Vehicle Availability. Rider agrees and acknowledges that the Vehicles are not available 24 hours a day, 7 days a week, 365 days per year. Vehicles must be rented during operating hours and within the maximum rental time limits set forth herein. Vehicles availability is limited, and Vehicle availability is never guaranteed. Rider agrees that HOPR may require Rider to return or cease the use of a Vehicle at any time.

1. Operating Area. Rider agrees not to use, operate, and/or ride the Vehicle in any no-ride zone and further agrees not to transport the Vehicle outside of permitted service areas.

1. Rider Must Follow Laws Regarding Use and/or Operation of Vehicle. Rider agrees to follow all laws pertaining to the use, riding, parking, charging, and/or operation of the Vehicle, including all state and local laws and the rules and regulations pertaining to Vehicles in the area where You are operating the Vehicle, including any helmet laws. 

1. Prohibited Acts. Rider agrees to and acknowledges the following:

1. Operation of a Vehicle while carrying or holding a briefcase, backpack, bag, or other item can alter balance, add extra weight, or impair safe operation of the Vehicle and impede Your ability to operate the Vehicle safely. We do not recommend that you do so. If You choose to use such an item while operating a Vehicle despite HOPR’s recommendation not to, You do so at your own peril and your own risk of injury. 
2. You must not place any objects on the handlebar of the Vehicle, such as backpacks or bags.
3. While operating a Vehicle, You must not use any cellular telephone, text messaging device, portable music player, or other device that may distract You from operating the Vehicle safely or prevent You from hearing your surroundings. 
4. You must not operate a Vehicle while under the influence of any alcohol, drugs, medication, or any other substance that may impair Your ability to operate a Vehicle safely.
5. You must not carry a second person or child on a Vehicle.
6. You may only use the locking mechanisms provided by HOPR. You may not add another lock to the Vehicle or lock a Vehicle other than in accordance with HOPR’s instructions.
7. The Vehicle must not be parked at a prohibited parking spot. The Vehicle cannot be parked on unauthorized private property, in a locked area, blocking any right of way, or in any other unapproved non-public space. You should not park the Vehicle in heavily trafficked areas if the Vehicle is in danger of being knocked down.
8. The Vehicle must be parked in a space that is visible, and in an upright position using the kickstand.

1. Vehicle is Intended for Only Limited Types of Use. Rider agrees that Rider will not use the Vehicle for racing, mountain riding, or stunt or trick riding. Rider agrees that Rider will not operate or use the Vehicle on unpaved roads, through water (beyond normal urban riding), or in any location that is prohibited, illegal, or a nuisance to others. Rider agrees that Rider will not use the Vehicle for hire or reward, nor use it in violation of any law, ordinance, or regulation.

1. Weight Limits. You must not exceed the maximum weight limit for the Vehicle (265 pounds unless otherwise indicated).

1. No Tampering; No Unauthorized Use. You must not tamper with, attempt to gain unauthorized access to, or otherwise use the HOPR Services other than as specified in this Agreement.

1. Reporting of Damage or Crashes; Traffic Violations and Enforcement. Rider must report any accident, crash, damage, personal injury traffic violation, or stolen or lost Vehicle to HOPR as soon as possible. If a crash involves personal injury, property damage, or a stolen Vehicle, Rider will file a report with the local police department within 24 hours. Rider agrees that Rider is responsible and liable for any misuse, consequences, claims, demands, causes of action, losses, liabilities, damages, injuries, costs and expenses, penalties, attorney’s fees, judgments, suits or disbursements of any kind or nature whatsoever related to a stolen or lost Vehicle. Your automotive insurance policies may not provide coverage for accidents involving or damage to this vehicle. You should contact your automotive insurance company or agent to determine if coverage is provided. Rider agrees that traffic violations and related citations, fines or impound charges are at the risk and expense of the Rider, including in connection with improper or unauthorized parking at the end of the rental period. Rider agrees and acknowledges that HOPR may cooperate with law enforcement to provide any information necessary as they may request or may otherwise be required.

1. Rider Responsibility for Vehicle Use and Damage. Rider agrees to return the Vehicle to HOPR in the same condition in which it was rented, less normal wear and tear.

1. Electric Vehicle. The Vehicle is an electric Vehicle that requires periodic charging of its battery in order to operate. Rider agrees to use and operate the Vehicle safely and prudently in light of the Vehicle being an electric Vehicle and all of the limitations and requirements associated therewith. Rider understands and agrees with each of the following:

1. The level of charge power remaining in the Vehicle will decrease with use of the Vehicle (over both time and distance), and that as the level of charge power of the Vehicle decreases, the speed and other operational capabilities of the Vehicle may decrease (or cease in their entirety).
2. The level of charging power in the Vehicle at the time Rider initiates the rental or operation of the Vehicle is not guaranteed and will vary with each rental use. The rate of loss of charging power during the use of the Vehicle is not guaranteed and will vary based on the Vehicle, road conditions, weather conditions, and other factors.
3. It is Rider’s responsibility to check the level of charge power in the Vehicle and to ensure that it is adequate before initiating operation of the Vehicle. The distance and/or time that Rider may operate the Vehicle before it loses charging power is never guaranteed. The Vehicle may run out of charging power and cease to operate at any time during Rider’s rental of the Vehicle, including before reaching Rider’s desired destination.

1. No Charging of Vehicle. If the Vehicle runs out of charging power during a rental, Rider must conclude the ride in compliance with all terms of this Agreement. Rider will not attempt to recharge the Vehicle or continue operation of the Vehicle in any form. Rider agrees that Rider is responsible and liable for any misuse, consequences, claims, demands, causes of action, losses, liabilities, property or fire or other damages, injuries, costs, and expenses, penalties, attorney’s fees, judgments, suits, or disbursements of any kind or nature whatsoever related to Rider charging or attempting to charge the Vehicle. By choosing to charge a Vehicle, Rider assumes full and complete responsibility for all related risks, dangers, and hazards, and Rider agrees that HOPR and all other Released Persons (defined below) are not responsible for any injury, damage, or cost caused by Rider with respect to any person or property, including the Vehicle itself, directly or indirectly related to the charging of the Vehicle.

1. Mobile Device Requirements. Unless otherwise instructed by HOPR in writing, You must use a smartphone or any other device that meets the technical requirements for and is compatible with the HOPR Transit App in order to activate the HOPR Services. Certain functions of the HOPR Transit App require an active network connection. You are responsible for the availability and costs of Your mobile data communication services. You are also responsible for ensuring that Your mobile device has adequate battery capacity. HOPR will not be responsible if You are unable to unlock, use, or end the ride of the Vehicle as a result of lost or interrupted network connection, mobile device malfunction, or depleted battery. You will remain responsible for and HOPR may charge You all costs (including rental fees) incurred until the ride is actually ended in the HOPR Transit App.

1. PAYMENT AND FEES.

1. Fees. Rider may use the Vehicle in accordance with the pricing described in the HOPR Transit App or HOPR website. Pricing is subject to change. In each case, fees and other charges may be subject to applicable taxes and other local government charges, which may be charged and collected by HOPR. HOPR will charge the Rider through credit, or debit card or through another agreed payment method.

1. Referral and Promotional Codes. HOPR may create referral or promotional codes (“Promo Codes”) that may be used for discounts or credits on HOPR Services or other features or benefits provided by HOPR, subject to any additional terms that HOPR establishes. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, unless expressly permitted by HOPR; (iii) may be disabled by HOPR at any time for any reason without liability to HOPR; (iv) may only be used pursuant to the specific terms that HOPR establishes for such Promo Code; (v) are not valid for cash; (vi) may be subject to quantity or value limits; and (vii) may expire prior to your use. HOPR reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by You or any other user in the event that HOPR determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of this Agreement or specific terms applicable to such Promo Codes.

1. Maximum Rental Time and Charges. The maximum rental time is 24 hours. Rider agrees that Rider will deactivate the Vehicle rental within 24 hours of renting a Vehicle. Rider may then rent again. Rider agrees that Rider is solely responsible for being aware of the length of any elapsed ride time. The maximum day charge is $100 and is based on a calendar day. After return of the Vehicle, Rider will be charged the accumulated rental charges, or the maximum day charge, whichever is less. Rental time will be calculated from the moment of unlocking the Vehicle through the HOPR Transit App until the Rider receives a confirmation through the HOPR Transit App that the ride has been ended. If You end the ride incorrectly, this may result in the Ride not being terminated. If the ride is not properly ended, the Ride will continue, and the Rider will continue to be charged. If You have technical issues terminating a ride for any reason, You should immediately report this to HOPR through the HOPR Transit App. Failure to report an issue in terminating a ride may result in continued charges. Vehicles not returned (with the ride concluded) within 48 hours will be considered lost or stolen, and Rider may be charged up to the value of the Vehicle plus administrative and processing fees. HOPR may also charge additional service fees for rentals in excess of 24 hours where the Vehicle is not lost or stolen.

1. Valid Payment Method. To register to use the HOPR Services, You must provide HOPR with a valid credit, debit card, or prepaid card number, and expiration date or other valid payment method information. Rider represents and warrants to HOPR that Rider is authorized to use any credit, debit or prepaid card or other payment method information Rider furnishes to HOPR. By providing a payment method, You agree that HOPR is authorized to charge You for your ride and any other fees incurred by Rider under this Agreement, including all applicable governmental and regulatory charges and applicable sales and other taxes. When you provide a payment method, we will attempt to verify the information you entered. We do this by processing an authorization hold, which is a standard practice. We do not charge you in connection with this authorization hold. If Your payment method expires and You do not update your information or cancel your account, You authorize us to continue billing, and You will remain responsible for any uncollected amounts. We reserve the right to retry billing all payment method(s) on file after any failed billing attempt. You will remain liable for all such amounts and all costs incurred in connection with the collection of these amounts, including, without limitation, bank overdraft fees, collection agency fees, reasonable attorneys’ fees, and arbitration or court costs. Rider agrees to immediately inform HOPR of all changes relating to the payment method.

1. Fines. You agree that HOPR may pay all traffic tickets, impound fees, fines and/or charges on Rider’s behalf directly to the appropriate authority or applicable party. If HOPR is required to pay and/or process such fees or associated costs, Rider agrees and acknowledges that HOPR may charge You for the amount HOPR pays plus a reasonable administration charge; HOPR will provide notice of any such costs or fees. In the event HOPR uses a third party collection or administrative agent to resolve any tickets, damages, infringements of law or of this Agreement, fines, or penalties, Rider agrees to pay all costs and collection fees including, but not limited to, administrative and legal costs to such agent upon demand without protest.

1. Disputing a Charge. If Rider disputes any charge on Rider’s payment method, then Rider must contact HOPR within 10 business days of the date of the disputed charge, and provide to HOPR all trip information that is necessary to identify the disputed charge, which includes the date of the trip, and the approximate starting and ending times of the ride associated with the disputed charge.

1. Recurring Payments. If You have elected to make automatic or recurring payments, such payments will continue until You cancel or your account is terminated. You can cancel by following the instructions on the HOPR Transit App. If you cancel, You may use any remaining balance on your account but may not thereafter be able to continue using HOPR Services until you have reauthorized an applicable payment method. HOPR may continue to charge your payment method for any additional fees or charges incurred under this Agreement.

1. Pick Up Fees. If You are unable to return a Vehicle to a valid area, or You deactivate the Vehicle on private property, a locked community, or another unreachable area, and request that the Vehicle be picked up by HOPR, We may charge You a pick-up fee. If any Vehicle accessed under Your account is abandoned without notice, You will be responsible for all trip fees until the Vehicle is recovered and deactivated, plus a service charge to recover the Vehicle. Fees are subject to change at HOPR’s discretion.

1. ADDITIONAL TERMS.

1. Safety Check. Rider must conduct a basic safety inspection of the Vehicle before each use of a Vehicle. This includes inspecting the following: (i) trueness of the wheels; (ii) safe operation of all brakes and lights; (iii) good condition of the frame; (iv) sufficient battery charge power; and (iv) any sign of damage, unusual or excessive wear, or other open and obvious mechanical problem/maintenance need. Rider agrees not to, and must not, ride the Vehicle if there are any noticeable issues, and to immediately notify HOPR of any problems.

1. Lost or Stolen Vehicle. A Vehicle may be deemed lost or stolen if: (i) the Vehicle is not returned within 24 consecutive hours, (ii) the Vehicle’s GPS unit is disabled, (iii) the Vehicle is parked on unauthorized private property, in a locked area, or in any other non-public space for more than ten minutes after a ride ends, (iv) the Vehicle moves more than thirty feet after a rental has ended and HOPR believes such movement was not caused by another Rider or authorized third party, or (v) other facts and circumstances that reasonably suggest to HOPR that a Vehicle has been lost or stolen. HOPR and You agree that the last Rider of a Vehicle is responsible for a lost or stolen Vehicle unless facts and circumstances suggest otherwise to HOPR. If HOPR deems a Vehicle lost or stolen, HOPR will have the authority to take any and all actions it deems appropriate, including without limitation obtaining restitution and other appropriate compensation and damages and filing a police report with local authorities. Rider agrees the data generated by HOPR’s computer is conclusive evidence of the period of use of a Vehicle by a Rider. Rider agrees to report Vehicle disappearance or theft to HOPR immediately or as soon as possible.

1. Helmets and Safety. HOPR strongly recommends that all Riders wear a Snell, CPSC, ANSI or ASTM approved helmet that has been properly sized, fitted, and fastened according to the manufacturer’s instructions. HOPR and all other Released Persons (defined below) do not represent or warrant the quality or safety characteristics of any helmet, and Rider agrees that none of the Released Persons is liable for any injury suffered by Rider while using any of the HOPR Services, whether or not Rider is wearing a helmet at the time of injury. Rider assumes all risk of not wearing a helmet or other protective gear. Rider may need to take additional safety measures or precautions not specifically addressed in this Agreement.

1. Vehicle Routes. Rider agrees that HOPR does not provide or maintain places to ride Vehicles, and that HOPR does not guarantee that there will always be a safe place to ride a Vehicle. Roads, sidewalks, vehicle lanes, and vehicle routes may become dangerous due to weather, traffic, or other hazards.

1. Limitations on Vehicle Rental. Rider agrees that HOPR is not a common carrier. Alternative means of public and private transportation are available to the general public and to Rider individually, including public buses and rail service, taxis, and pedestrian paths. HOPR provides Vehicles only as a convenience, and such rental availability is intended to be used only by those persons who are able and qualified to operate a Vehicle on their own and who have agreed to all terms and conditions of this Agreement.

1. TERMINATION. HOPR may unilaterally terminate Rider’s right to use the HOPR Services, in HOPR’s sole discretion and without any notice or cause, at any time whatsoever. Rider may terminate Rider’s use of the HOPR Services at any time; provided, however, that (i) no refund will be provided by HOPR, (ii) the term of this Agreement continues in accordance with this Agreement, and (iii) Rider may still be charged any applicable additional fees in accordance with this Agreement. This Agreement remains in full force and effect, in accordance with its terms and conditions, after any termination of Rider’s right to use any of the HOPR Services, regardless of how the Agreement is terminated.

1. CONFIDENTIALITY OF INFORMATION; PRIVACY POLICIES. You understand and agree that all personal information that is held by HOPR and pertains to Riders, including all names, addresses, phone numbers, email addresses, passwords, payment information, and other information will be kept by HOPR in accordance with its privacy policy located at https://gohopr.com/privacy-usa/

1. LICENSE TO IMAGE AND LIKENESS. For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, You do hereby knowingly, voluntarily, and irrevocably: (1) give Your full and unconditional consent to HOPR and its affiliates, successors, and assigns to use at any time and from time to time, without any restriction, Your appearance and voice in photographs, videos, and other recordings related to Your use of the HOPR Services, on all websites and for all press, promotional, advertising, publicity, and other commercial purposes, including all formats and media, whether now known or hereafter devised, throughout the world and in perpetuity; (2) grant to HOPR and its affiliates, successors, and assigns (a) the right to photograph, videotape, and otherwise record Your appearance and voice related to Your use of the HOPR Services, at any time and from time to time, (b) all rights, copyrights, title, and interests in the results of such photographs, videos, and other recordings, as a work for hire for copyright purposes, and (c) the right to use, reproduce, exhibit, distribute, transmit, alter, and exploit, at any time and from time to time and as HOPR may decide in its sole discretion, such photographs, videos, and other recordings, or any component thereof, and all related merchandising, promotions, advertising, and publicity; and (3) waive, release, and discharge all Released Persons from all Claims (defined below) that You have or may have for any libel, defamation, invasion of privacy, right of publicity, infringement of copyright, or violation of any right granted by You in this paragraph.

1. TEXT MESSAGE AND PHONE CALLS. Unless you opt out, You agree that we may contact you by telephone, SMS or text message (including through use of an automatic telephone dialing system) at the phone numbers you have provided to us, including for marketing purposes. You understand that You are not required to provide this consent as a condition of purchasing any property, goods or services. You may opt out of receiving telephone calls, SMS or text messages from us at any time, either by texting the word “STOP” in response to a text message received from us using the mobile device that is receiving the messages or by contacting us at [email protected].

1. INTELLECTUAL PROPERTY. 

1. Limited License. Subject to this Agreement, we grant You a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to access and use the HOPR Services, HOPR Transit App, and our related software and services on your personal device solely for your use of the HOPR Services. Such rights are for your personal, noncommercial use only. Any rights not expressly granted herein are reserved by us and our licensors. You are not allowed to copy, modify, distribute, sell or lease any part of the HOPR Services or included software, nor may you reverse engineer or attempt to extract the source code of the HOPR Services or software, unless laws prohibit these restrictions or you have HOPR’s written permission to do so. You agree not to do anything that places an unreasonably large load on the HOPR Services’ infrastructure, use any robots, spiders, scrapers or other automated means to access the HOPR Services, try to interfere with the proper working of the HOPR Service, or attempt to bypass any of our security measures to access the HOPR Services.

1. Ownership. The HOPR Services are our exclusive property, and Your use of them does not transfer any ownership rights to you. Using the HOPR Services does not give you ownership of any intellectual property rights in the HOPR Services or the content You access, and except for the limited license granted to You above, all rights therein (including all intellectual property) belong to HOPR or our licensors. You may not use content from the HOPR Services without HOPR’s express prior permission or as otherwise permitted by law. This Agreement does not grant You the right to use any trademarks, branding or logos used in the HOPR Services or otherwise, including in any advertising or publicity or to imply our endorsement in any way. Please do not obscure or alter any legal notices displayed in, along with or in connection with the HOPR Services.

1. THIRD PARTY CONTENT. The HOPR Services may be made available or accessed in connection with services and content (including advertising) controlled by third parties with different terms of use and privacy policies. We don’t endorse these third party services and content and we are not responsible or liable for any of their products or services. 

1. NOTICE. HOPR may be contacted by emailing [email protected] or by mail at 350 Lincoln Road, Second Floor, Miami Beach, Florida 33139.

1. GENERAL. This Agreement is governed by, and must be construed and enforced in accordance with, the laws of the State of Florida, excluding principles of conflicts of laws. You may not assign these Terms without our prior written approval. We may assign these Terms without your consent to a related or affiliated entity or in the event of a sale of all or substantially all of our assets, stock or business, or to a successor by merger. Any purported assignment in violation of this paragraph is void. No joint venture, partnership, employment or agency relationship exists between you and us as a result of these Terms or your use of our Services. If any provision of these Terms is held to be invalid or unenforceable, that provision shall be struck and the remaining provisions shall be enforced to the fullest extent under the law. Our failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless we acknowledge and agree to it in writing, and it is not a waiver of our right to do so later. The provisions of this Agreement are independent of and separable from each other, and no provision will be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part. This provision will not affect the Severability and Survivability section of the Arbitration Agreement of these Terms. Force majeure events may prevent us from providing the Services. Note that when we say “include” or “including” throughout these Terms, we really mean “including, but not limited to” but do this for ease of reading. Provisions that by their nature are intended to survive the termination of these Terms or your use of the Services will survive. The headings in this Agreement do not affect the interpretation of this Agreement. “Or” is not to be exclusive in its meaning. Unless the context otherwise requires, words in the singular number or in the plural number shall each include the singular number or the plural number. All pronouns include the masculine, feminine, and neuter pronoun forms.

1. MUTUAL BINDING ARBITRATION AND CLASS ACTION WAIVER. Before bringing a formal legal case, please first try contacting our customer support. Most disputes can be resolved that way.

1. We each mutually agree to resolve any justiciable disputes between us exclusively through final and binding arbitration instead of filing a lawsuit in court. This arbitration provision is governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16) (“FAA”) and will apply to any and all claims arising out of or relating to your access or use of the HOPR Services, any communications, advertising or marketing by or regarding us or the HOPR Services, any products or services sold or distributed through the HOPR Services that You received as a consumer of our HOPR Services, any aspect of your relationship or transactions with us, any of our actual or alleged intellectual property rights, and all other aspects of Your relationship with us, past, present or future, whether arising under federal, state or local statutory and/or common law (collectively, the “Dispute”). We each also expressly agree that this Agreement will be governed by the FAA even in the event You and/or We and/or this Agreement are otherwise exempted from the FAA. Any disputes in this regard must be resolved exclusively by an arbitrator. If, but only if, the arbitrator determines the FAA does not apply, Florida law governing arbitration agreements will apply.

1. If either of us wish to initiate arbitration, the initiating party must notify the other party in writing via certified mail, return receipt requested, or hand delivery within the applicable statute of limitations period. This demand for arbitration must include (1) the name and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim and (3) a description of the remedy sought. Any demand for arbitration by You must be delivered to us at CycleHop, LLC, d/b/a HOPR, 350 Lincoln Road, Second Floor, Miami Beach, Florida 33139.

1. Class Action Waiver.  We each mutually agree that by entering into this Agreement to arbitrate, we both waive our right to have any dispute or claim brought, heard, or arbitrated as, or to participate in, a class action, collective action and/or representative action, and an arbitrator will not have any authority to hear or arbitrate any class, collective, or representative action (“Class Action Waiver”). In any case in which (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class, collective and/or representative action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable must be enforced in arbitration. All disputes with respect to whether this Mutual Arbitration Provision is unenforceable, unconscionable, applicable, valid, void or voidable must be determined exclusively by an arbitrator, and not by any court.

1. Any arbitration will be governed by the then-current Commercial Rules of the American Arbitration Association (“AAA”), or by any other arbitration administration service that You and our officer or legal representative consent to in writing. If an in-person arbitration hearing is required, then it will be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Dispute is submitted to arbitration. You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require us to pay a greater portion or all of such fees and costs in order for this Section 12 to be enforceable, then we will have the right to elect to pay the fees and costs and proceed to arbitration. The arbitrator or arbitration panel, as the case may be, will apply and be bound by this Section 12 and any additional terms, and will determine any Dispute according to applicable law and facts based upon the record and no other basis, and will issue a reasoned award. All issues are for the arbitrator to decide, including arbitrability. This arbitration provision will survive termination of this Agreement. You can obtain AAA procedures, rules, and fee information as follows: https://www.adr.org/.

1. Except as provided in the Class Action Waiver, the arbitrator may award all remedies to which a party is entitled under applicable law and which would otherwise be available in a court of law, but will not be empowered to award any remedies that would not have been available in a court of law for the claims presented in arbitration. The arbitrator will apply the state or federal substantive law, or both, as is applicable. With respect to the enforcement of any arbitration decision or award, such action or proceeding relating may only be instituted in state or federal court in Miami, Florida. Accordingly, we each mutually consent to the exclusive personal jurisdiction and venue of such courts for such matter. The award issued by the arbitrator may be entered in any court of competent jurisdiction.

1. This Mutual Arbitration Provision is the full and complete agreement relating to the formal resolution of disputes covered by this Mutual Arbitration Provision. This Section 12 can be amended only by our mutual written agreement. In the event any portion of this Mutual Arbitration Provision is deemed unenforceable, the remainder of this Mutual Arbitration Provision will be enforceable.

1. VOLUNTARY EXECUTION OF THIS AGREEMENT. This Agreement is entered into voluntarily, with consideration, and without any duress or undue influence on the part or behalf of HOPR. Rider acknowledges that Rider (a) has read this Agreement; (b) understands the terms and consequences of this Agreement, including the releases it contains; and (c) is fully aware of the legal and binding effect of this Agreement.

• WARRANTY DISCLAIMERS.

1. We provide our Services using a commercially reasonable level of skill and care, and while we strive for the highest quality in everything we do, there are certain things we cannot promise of our Services. WE PROVIDE THE HOPR SERVICES AND VEHICLES “AS IS” AND “AS AVAILABLE.” OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS, THE RELEASED PERSONS (DEFINED BELOW) DO NOT MAKE ANY SPECIFIC PROMISES ABOUT ANY HOPR SERVICES, WHETHER ABOUT THE SPECIFIC FUNCTIONS OF SUCH SERVICES, THEIR RELIABILITY, QUALITY, AVAILABILITY OR ABILITY TO MEET YOUR SPECIFIC NEEDS OR OTHERWISE, OR THAT THEY WILL BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, SUCH AS THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE AND OUR RELEASED PARTIES EXCLUDE ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED.

1. LIMITATION OF LIABILITY; RELEASES.

WHEN PERMITTED BY LAW, THE RELEASED PERSONS WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES. TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF THE RELEASED PERSONS FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO USD $100. IN ALL CASES, THE RELEASED PERSONS WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.

OUR PRODUCTS ARE MACHINES AND THERE IS INHERENT RISK ASSOCIATED WITH USING THEM, INCLUDING DUE TO MALFUNCTION NO MATTER HOW WELL THEY ARE MAINTAINED. THESE RISKS ARE NOT ALWAYS OBVIOUS, AND THEY MAY CAUSE PROPERTY DAMAGE, INJURY, OR EVEN DEATH TO YOU OR OTHERS. RISKS, DANGERS, AND HAZARDS, INCLUDE, BUT ARE NOT LIMITED TO:

• vehicles and other objects;
• pedestrians;
• traffic;
• Vehicle or component malfunction;
• road conditions;
• weather conditions;
• failure to follow applicable laws regarding use or operation of the Vehicle pursuant to Section 1;
• commission of any of the prohibited acts listed in Section 1;
• failure to perform the required safety check pursuant to Section 3;
• failure to wear a helmet; and

BY USING THE HOPR SERVICES, YOU AGREE THAT YOU UNDERSTAND THESE RISKS, THAT IT IS YOUR RESPONSIBILITY TO USE OUR SERVICES SAFELY AND THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES IS YOURS AND YOURS ALONE. YOU ARE RESPONSIBLE FOR ANY HARM YOU CAUSE TO OTHER PEOPLE OR PROPERTY. YOU HEREBY WAIVE ANY AND ALL “CLAIMS” ARISING OUT OF OR RELATING TO THE HOPR SERVICES AND USE OF VEHICLES, INCLUDING THOSE IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTORY AND/OR ANY OTHER GROUNDS, EVEN IF ANY OF THE RELEASED PERSONS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIMS. THE PROVISIONS IN THIS SECTION 15 APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW. SUCH RELEASED ARE INTENDED TO BE GENERAL AND COMPLETE RELEASES OF ALL CLAIMS.

“Claims” mean, collectively, any and all claims, injuries, demands, liabilities, disputes, causes of action (including statutory, contract, negligence, or other tort theories), proceedings, obligations, debts, liens, fines, charges, penalties, contracts, promises, costs, expenses (including attorney’s fees, whether incurred at trial, on appeal, or otherwise), damages (including but not limited to, for personal injury, wrongful death, property damage, and injury to rider or to third parties, consequential, compensatory, or punitive damages), or losses (whether known, unknown, asserted, unasserted, fixed, conditional, or contingent) that arise from or relate to (a) any of the HOPR Services, including any of the Vehicles, placement, equipment, maintenance, related information, this agreement or (b) Rider’s use of any of the foregoing.

“Released Persons” mean (i) us and our affiliates and subsidiaries and our and their respective owners, managers, officers, employees, directors, agents, representatives, successors, assigns, licensees, distributors, vendors and third parties with whom we authorize or otherwise partner with to distribute, market or otherwise commercialize the Services, (ii) municipalities and public entities (including all of their respective elected and appointed officers, officials, employees and agents) which authorize us to operate any of the HOPR Services, (iii) owners and ground lessees of the property (including all of their respective elected  and appointed officers, officials, employees and agents) which authorize us to operate any of the HOPR Services on its premises, and (iv) to the extent you access the HOPR Services using a third party application, website, content, product or service, that third party and all of its affiliates and subsidiaries and each of their respective owners, managers, officers, employees, directors, agents, representatives, successors and assigns.

1. INDEMNITY. You agree to indemnify and hold the Released Persons harmless from any and all claims, actions, costs, damages, penalties, fines, demands, losses, liabilities and expenses (including attorneys’ fees and court costs) arising out of or in connection with (i) your use of the HOPR Services (including the payment of fines and other fees above), (ii) your breach or violation of any term of this Agreement or any applicable law, or (iii) your violation of the rights of any third party. The Released Persons reserve the right to assume the exclusive defense of any of the foregoing, and you agree not to settle any of the foregoing without the applicable Released Persons’ prior written consent. You agree that the obligations in this Section 16 will survive any termination of this Agreement, Your user account, or your access to the HOPR Services generally.

HOPR Terms of Use | USA

Last Modified: February 26, 2019

1. Contractual Relationship; Acceptance of Terms

These terms and conditions (the “Terms of Use“) govern your access and/or use of the applications, websites, content, products and services (the “Services“, as more fully defined below in section 3.1) made available by CycleHop, LLC d/b/a HOPR and each of their parents, subsidiaries, representatives, affiliates, officers and directors (collectively referred to herein as “HOPR“) or any of its Third Party Providers (as that term is more fully defined in section 3.1).

In consideration of HOPR and the Third Party Providers granting you access and/or use of the Services, you agree to be bound by these Terms of Use and all other terms, policies, and guidelines incorporated in these Terms of Use by reference herein, including but not limited to, any of the terms and conditions of any of HOPR’s Third Party Providers (collectively, the “Agreement”). If you do not agree with this Agreement, including the mandatory arbitration agreement discussed in section 9, you may not access or use the Services. This Agreement expressly supersedes prior agreements or arrangements with you. HOPR may, in its sole discretion, immediately terminate the Agreement or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

When you use certain parts of the Services, you may need to read and accept the relevant supplementary terms and other related special rules posted on the Services, including those that may apply specifically to services provided by Third Party Providers. In the event of any conflict between such supplementary terms, special rules, and this Agreement, the more stringent supplemental terms and special rules applicable to specific services shall prevail when specific services are used.

2. Modifications and Amendments to the Agreement

HOPR and the Third Party Providers may amend such terms and/or conditions of the Agreement for which they are responsible from time to time. Amendments will be effective upon HOPR’s and/or a Third Party Provider, as applicable, posting such updated terms on its respective website or mobile application. In some cases, as determined in HOPR’s sole discretion, HOPR may provide additional notice to you, such as via the Services or to an email address you have provided to HOPR. Your continued access or use of the Services after such posting confirms your consent to be bound by the Agreement, as amended. If HOPR or any of its Third Party Providers changes the terms and/or condition after the date you first agreed to the Agreement (or to any subsequent changes to the Agreement), you may reject any such change by providing HOPR notice of such rejection within thirty (30) days of the “Last Modified” date found at the top of this Agreement or within thirty (30) days of a modification made by a Third Party Provider, if applicable (“Notice”). For the Notice to be effected:

1. you must provide such Notice by email from the email address associated with your account to [email protected];
2. the Notice must include your full name; and
3. the Notice must clearly indicate your intent to reject changes to the Agreement.

HOPR reserves the right to terminate this Agreement and your use of the Services as a result of such Notice.

3. The Services

3.1 Generally. The Services comprise mobile applications and related services (each, an “Application“), which enable users to arrange and schedule transportation, logistics and/or delivery services, including with third party providers of such services and goods under agreement with HOPR (“Third Party Providers“). Unless otherwise agreed to by HOPR in a separate written agreement with you, the Services are made available solely for your personal, noncommercial use in accordance with the terms and conditions set out in the Agreement. You also acknowledge that the Services may be made available under such brands or request options by or in connection with independent Third Party Providers, including Transportation Network Company drivers, Transportation Charter Permit holders or holders of similar transportation permits, authorizations or licenses. YOU ACKNOWLEDGE THAT YOUR ABILITY TO OBTAIN TRANSPORTATION, LOGISTICS AND/OR DELIVERY SERVICES THROUGH THE USE OF THE SERVICES DOES NOT ESTABLISH HOPR AS A PROVIDER OF TRANSPORTATION, LOGISTICS OR DELIVERY SERVICES OR AS A TRANSPORTATION CARRIER.

3.2 Third Party Services and Content. The Services may be made available or accessed in connection with Third Party Providers and their content (including advertisements) that HOPR does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third party services and content. HOPR does not endorse such third party services and content and in no event shall HOPR be responsible or liable for any products or services of such Third Party Providers.

3.3 License. Subject to your compliance with this Agreement, HOPR grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use the Applications on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by HOPR and HOPR’s licensors.

3.4 Covenants. At all times that you access and/or use the Services, you agree that you shall: (i) comply with the Agreement and all applicable laws; (ii) provide accurate information and update your information so it remains accurate at all reasonable times; (iii) use your real name and accurate personal information for the Services; and (iv) use the Services in a civilized and professional manner.

3.5 Restrictions. You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by HOPR; (iii) decompile, reverse engineer or disassemble the Services; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

3.6 Intellectual Property Rights. The Services and all intellectual property rights therein are and shall remain HOPR’s property or the property of HOPR’s licensors. Neither the Agreement nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted in section 3.1 above; or (ii) to use or reference in any manner HOPR’s company names, logos, product and service names, trademarks or services marks or those of HOPR’s licensors.

4. Registration & User Accounts

4.1 User Account Required. To access and/or use most aspects of the Services, you must register for and maintain an active personal user account (“Account“) by completing the registration process on HOPR’s website or through any Application. Unless otherwise permitted by HOPR in writing, you may only possess one Account. You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account, unless a specific Service permits otherwise. Account registration requires you to submit to HOPR certain personal information, such as your name, address, mobile phone number and age, as well as at least one valid payment method supported by HOPR. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and/or use the Services. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. HOPR recommends you change your password every ninety (90) days. HOPR shall not be responsible for any loss, claim, or other liability that may arise from the unauthorized use of your Account or password. You agree to immediately notify HOPR of any unauthorized use of your Account or password or any other breach of security by emailing HOPR at [email protected].

4.2 User Requirements and Conduct. The Services are not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services provided by HOPR or any of its Third Party Providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to a Third Party Provider or any other person. In certain instances, you may be asked to provide proof of identity or other method of identity verification to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity or other method of identity verification.

4.3 Collection of Personal Information The collection and use of personal information in connection with the Services is described in HOPR’s Privacy Statement which is available here: https://gohopr.com/privacy/, as well as in applicable Third Party Provider policies available from such Third Party Providers.

4.4 Referrals and Promotional Codes. HOPR may, in its sole discretion, create referral and/or promotional codes (“Promo Codes“) that may be redeemed for discounts on future Services and/or a Third Party Provider’s services, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that HOPR establishes from time to time. You agree that Promo Codes: (i) must be used by the intended audience, for the intended purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by HOPR; (iii) may be disabled by HOPR at any time for any reason without liability to HOPR; (iv) may only be used pursuant to the specific terms that HOPR establishes for such Promo Code; (v) are not valid for cash or redeemable for other uses, unless expressly permitted by HOPR; and (vi) may expire prior to your use. HOPR reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by you or any other user in the event that HOPR determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of this Agreement.

4.5 User Provided Content. HOPR may, in HOPR’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to HOPR through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content“). Any User Content provided by you remains your property. However, by providing User Content to HOPR, you grant HOPR and its Third Party Providers a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and HOPR’s or any of its Third Party Provider’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant HOPR the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor HOPR’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable laws. You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by HOPR in its sole discretion, whether or not such material may be protected by law. HOPR may, but shall not be obligated to, review, monitor, or remove User Content, at HOPR’s sole discretion and at any time and for any reason, without notice to you.

4.6 Network Access and Devices. You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device, which fees you are fully responsible for and HOPR has no responsibility whatsoever to pay or reimburse you for. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. HOPR does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

5. How It Works

5.1 Costs. To use the Services, you must download the HOPR Application. When ready to use the Services, use the HOPR Application to locate an available bike. Once you have located an available bike, scan the QR code on the lock, and conduct an inspection of the bike for any defects or safety issues, including checking the brakes for proper operation. To end your use of the Services, park the bike at a HOPR hub and lock the wheel to end your ride.

In order to rent a bike under the Services, you must purchase time in accordance with the following options:

• Santa Barbara (UCSB)

• • • Pay Per Ride: $2.50 to unlock plus 25¢ per minute of ride time, with a $10.00 minimum prepaid charge required when you use the Pay Per Ride plan for the first time. If a rider utilizes the Pay Per Ride plan, and their account balance is insufficient to cover any charges incurred, then the user will be charged a minimum amount of $2.00, regardless of the amount of actual ride time incurred over and above their account balance; provided, however, that any amount charged over the actual ride time spent will be added to your account balance for future usage. For example, if your account had a balance of $1.00 and you incurred $2.00 worth of additional ride time, then your account will be billed $2.00, with $1.00 being deducted to cover the overage and the other $1.00 being credited to your account.
    • 30 Day: $25.00 per month. Plan entitles user unlock devices free ($1 to unlock charge waived) and 25¢ per minute of ride time.
    • Annual Pass: $90.00 per year. Plan entitles user to 90 minutes of ride time per calendar day (“Daily Riding Time”). During each calendar day included in the year for which your pass is valid, you may use your entire allotted Daily Ride Time in one trip or in multiple trips. There will be no rollover credit for any unused Daily Riding Time. If you exceed your allotted Daily Riding Time in any one calendar day, then you will be charged 25¢ per minute. Annual pass includes battery lease. If user wants to keep the battery once membership is terminated, they can for a $50 fee.

• Los Angeles

• • • Pay Per Ride: $1.00 to start and 10¢ per minute of ride time, with a $10.00 minimum prepaid charge required when you use the Pay Per Ride plan for the first time. If a rider utilizes the Pay Per Ride plan, and their account balance is insufficient to cover any charges incurred, then the user will be charged a minimum amount of $2.00, regardless of the amount of actual ride time incurred over and above their account balance; provided, however, that any amount charged over the actual ride time spent will be added to your account balance for future usage. For example, if your account had a balance of $1.00 and you incurred $2.00 worth of additional ride time, then your account will be billed $2.00, with $1.00 being deducted to cover the overage and the other $1.00 being credited to your account.
    • Monthly Pass: $10.00 per month. Plan entitles user to unlimited unlocks free of charge. Ride time is charged at 10¢ per minute.
    • Access Pass: Riders will be charged $5/per month with verifiable income reported upon membership registration to the Operator. Verification of enrollment in the California Department of Social Services assistance program(s) is required. Membership will be pending until verification is confirmed by Customer Service. Customer service can be reached by phone at 833-838-8300. Access pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 30 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute.

• Tampa Bay

• • Pay Per Ride: $1.00 to start and 25¢ per minute of ride time, with a $10.00 minimum prepaid charge required when you use the Pay Per Ride plan for the first time. If a rider utilizes the Pay Per Ride plan, and their account balance is insufficient to cover any charges incurred, then the user will be charged a minimum amount of $2.00, regardless of the amount of actual ride time incurred over and above their account balance; provided, however, that any amount charged over the actual ride time spent will be added to your account balance for future usage. For example, if your account had a balance of $1.00 and you incurred $2.00 worth of additional ride time, then your account will be billed $2.00, with $1.00 being deducted to cover the overage and the other $1.00 being credited to your account.
  • 1 Day pass. $20 and is valid from time of purchase until midnight of the same day. 1 Day pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes unlimited minutes of usage, which may be used in one trip or multiple trips.
  • 30 Day Pass: $25.00 per month. Monthly pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 60 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 20¢ per minute.
  • Annual Pass: $99.00 per year. Annual pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 60 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute.
  • 30 Day Student Pass: $10.00 per month. Student email (.edu) is required for membership registration to the Operator. Monthly student pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 60 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute.
  • 90 Day Student Pass: $25.00 per 90 day period.. Student email (.edu) is required for membership registration to the Operator. Monthly student pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 60 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute.
  • Annual Student Pass: $75.00 per year. Student email (.edu) is required for membership registration to the Operator. Annual student pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 60 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute.

5.2 Auto-Renewal Options. Monthly and Annual Plans can be set to auto-renew. Monthly plans set to auto-renew will charge you every thirty (30) days until you cancel the membership. Annual plans set to auto-renew will charge you yearly until the membership is canceled by you. To cancel your membership or change your auto-renewal settings, visit your account in the HOPR app.

5.3 Overage Fees. Users with membership plans shall be responsible to pay any additional time beyond the time to which they are entitled in their chosen plan on any given day. You agree to pay for any additional time beyond the allocated use time provided for in the plan at the plan rate.

5.4 Maximum Rental Time. With the exception of a Weekend Explorer Passes, if a bike is not returned and locked within 12 hours of the start of your rental period, the bike may deem to be stolen and you will be assessed a lost/stolen bike fee of $1,500.00.

5.5 FEE FOR NOT ENDING A RIDE IN A HOPR POND. Each time a Rider does not return a device to a designated Pond the Operator may charge Rider a fee.

5.6 Repair Fee. If a bike is damaged during your use of the bike or while rented to you, beyond regular wear and tear, as a result of negligent or intentional conduct on the part of you, then you shall be charged a fee that is equal to the cost of repairing such damage.

5.7 Violations. You shall be completely responsible, and shall indemnify HOPR for any tickets or fees assessed against the bike or HOPR during your use of the bike or as a result of the location where your parked the bike. You are responsible for all tickets and moving violations incurred during the rental period. You agree to reimburse HOPR for any costs, expenses and/or attorney’s fees for processing, pursuing and/or defending any such claims.

5.8 Representations and Warranties. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you represent and warrant to HOPR that:

• You meet the minimum age requirements: (1) is 18 years of age or older to check out a bike with a credit card; and (2) is 16 years of age or older to ride.
• You are experienced and familiar with the safe and competent operation of a bike, and that he/she is physically and mentally fit to ride the bike.
• You are familiar with all applicable local, state, and county rules, regulations, codes and laws that relate to the safe and legal operation of a bike.

5.9 Acknowledgement and Agreements. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you acknowledge and agree as follows:

• You are fully aware that riding a bike on streets poses a risk of accident due to motorists, pedestrians, and road conditions, and you must keep a proper lookout to avoid such accidents.
• You are fully trained and capable of operating and riding a bike and are not relying on HOPR to learn how to operate or ride a bike.
• Failure to use a helmet and protective gear or to use the bike in a careful and reasonably competent manner may result in bodily injury or death.
• You are solely responsible for obtaining and using a helmet and protective gear.
• If you are under the age of 18 and using the Services in California, then you are required to wear a helmet pursuant to California Vehicle Code § 21212(a).
• You are solely responsible for operating and riding a bike in a careful and reasonably competent manner.
• A helmet and protective gear, even when used, does not eliminate the risk of bodily injury in the event of an accident.
• All bikes are and shall remain the exclusive property of HOPR at all times.
• You are solely responsible for any moving violations and/or fines incurred by you while using the bike, including any fees for parking the bike in prohibited locations.
• HOPR is not obligated to provide insurance of any kind related to you or your use of the bike, and in the event that HOPR, at its option, carries insurance, you shall remain liable for any liability, property damage, personal injury, injury to others, damages, penalties, fines, losses, and/or expenses of any kind whatsoever.
• If you cause damage to property or injury to another party while operating or in possession of a bike, you are solely liable for such damage or injury. You agree to defend and hold harmless HOPR from any and all losses, liabilities, claims, causes of action, costs, fees, penalties or the like arising from your use or possession of the bike.
• You shall return the bike to HOPR in the same condition as when received.
• You are liable for any and all damages resulting from improper use or abuse of the bike and the cost of such damages.
• HOPR provides the bikes as a convenience, with such bikes only to be used by those persons who are able and qualified to operate a bike on their own and who have agreed to all terms and conditions of this Agreement.

5.10 Requirements. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you agree to do the following:

• Carefully inspect the bike that you wish to rent prior to use to ensure the bike is good operating condition.
• Test the bike’s operating components before proceeding with the intended use, including, but not limited to the brakes, tires, gears, pedals, lights, frame and saddle.
• Promptly notify HOPR’s customer service of any defect, malfunction or needed repair to a bike.
• Adjust saddle to proper height prior to operating the bike.
• Adjust your bike riding behavior for safe operation according to weather conditions.
• Adjust your bike riding behavior so that it is that of a reasonably experienced and prudent bike rider.
• Contact the operator of the station where you rented the bike and local police immediately in the event of theft of the bike or an accident that occurred during your use of the bike resulting in bodily injury.

5.11 Restricted Uses. You agree not do any of the following acts:

• Use any bike if you are younger than 16 years of age.
• Use any bike if you are not physically and mentally fit to ride the bike or otherwise unable to operate the bike in a safe condition with regards to the health and safety of you as well as other third parties.
• Operate a bike while carrying any item that impedes your ability to safely operate the bike.
• Operate a bike while under the influence of alcohol, drugs, or any other substance that impair your ability to safely operate the bike.
• Use any cell phone or mobile electronic device, including, but not limited to, for the purposes of phone calls, text messages, music or any other use that distracts you from the safe operation of the bike.
• Allow any other person to use the bike or allow more than one person to be carried on the bike.
• Overfill the bike basket or place objects weighing in total more 20 pounds in the bike basket.
• Violate any applicable federal, state, or local law.
• Operate or use a bike in any manner during adverse weather conditions, including but not limited to: hail, dust storms, fog, heavy rains, or lightning storms.
• Ride or operate a bike that has any defect, fails to operate as a properly functioning bike or that is in need of repair.
• Continue using the bike if it, or any component of it, should become defective or malfunction.
• Use the bike for racing, trick riding, jumping, stunt riding and/or, off-road riding.
• Use the bike for any commercial purposes.
• Tow, pull, carry or push any person or object with a bike.
• Remove or modify any accessories, parts or components of any bike.
• Ride the bike without paying applicable user fees at the time they become due.

5.12 Rental of Multiple Bikes. Subject to program requirements and availability, you may rent up to four (4) bikes at the same time on your account. If you elect to rent multiple bikes at the same time, you agree to rent the first bike for your own use and to make subsequent bikes available to additional riders; such subsequent bikes will be charged as per the applicable Pay Per Ride Plan rate as set out in subsection 5.1 above. Prior to riding, all additional riders renting a bike under your account must review and accept the full terms of this Agreement, except such requirements outlined herein to create an account. You further acknowledge and agree that: (a) you shall be responsible for each bike rented under your account; (b) you shall be responsible for ensuring that any individual operating or using a bike rented under your account reads, understands and complies fully with this Agreement, except such requirements outlined herein to create an account; (c) you are fully and completely responsible and liable for all claims, damages, costs or fees arising from or related to all additional riders’ use of bike(s) rented under your account; and (d) you expressly agree to indemnify and defend HOPR, and hold it harmless, for any harm to person or property resulting from the rental of bike(s) for additional rider(s) under your account.

6. Payment

6.1 Charges Generally; Modifications. You understand that your use of the Services may result in charges to you for the services or goods you receive (“Charges“). Charges will be inclusive of applicable taxes where required by law. Charges may include other applicable fees, tolls, and/or surcharges including a booking fee, municipal tolls, airport surcharges or processing fees as may be applied by Third Party Providers. As between you and HOPR, HOPR reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in HOPR’s sole discretion. Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. HOPR will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. HOPR may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for Services at any time prior to the commencement of such Services, in which case you may be charged a cancellation fee. HOPR may use the proceeds of any Charges for any purpose, subject to any payment obligations it has agreed to with any Third Party Providers or other third parties.

6.2 Payment Methods. All Charges and payments will be enabled by HOPR using the preferred payment method designated in your Account, after which you will receive a receipt by email. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that HOPR may use a secondary payment method in your Account, if available, or reject your use of the Services. Charges paid by you are final and non-refundable, unless otherwise determined by HOPR.

6.3 Third Party Payment Processors. HOPR may use a third-party payment processor (the “Payment Processor”) to link your credit or debit card account to the Services. The processing of payments or credits, as applicable, in connection with your use of the Services shall be subject to the terms, conditions, and privacy policies of the Payment Processor and your credit or debit card issuer in addition to this Agreement. HOPR is not responsible in any way for any errors by the Payment Processor or by your credit card or debit card issuer.

6.4 Charges Owed Directly to Third Party Providers. In certain cases, with respect to certain Third Party Providers, Charges you incur will be owed directly to Third Party Providers, and HOPR will collect payment of those charges from you, on the Third Party Provider’s behalf as their limited payment collection agent.  In such cases, payment of the Charges shall be considered the same as payment made directly by you to the Third Party Provider. This payment structure is intended to fully compensate such applicable Third Party Provider for the services or goods obtained in connection with your use of the Services. In all other cases, Charges you incur will be owed and paid directly to HOPR or its affiliates.

6.5 Repair, Cleaning or Lost and Found Fees. You shall be responsible for the cost of repair for damage to, or necessary cleaning of, bike(s) and/or property resulting from use of the Services under your Account in excess of normal “wear and tear” damages and necessary cleaning (“Repair or Cleaning“). In the event that a Repair or Cleaning is necessary as a result of your use of the Services, as determined in in HOPR’s sole discretion, HOPR reserves the right to facilitate payment for the reasonable cost of such Repair or Cleaning using your payment method designated in your Account. Such amounts, as well as those pertaining to lost and found goods, will be transferred by HOPR to a Third Party Provider, if applicable, and are non-refundable.

7. Disclaimers; Limitation of Liability.

7.1 DISCLAIMER. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, THE USE OF SERVICES PURSUANT TO YOUR ACCOUNT, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, INCLUDING ANY HOPR BIKES, REMAINS SOLELY WITH YOU. YOU FURTHER SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE SERVICES, INCLUDING BIKES, ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, HOPR DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THE AGREEMENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, HOPR MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. HOPR DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS OR ANY SERVICES OR GOODS WHATSOEVER PROVIDED BY THIRD PARTY PROVIDERS.

7.2 LIMITATION OF LIABILITY. HOPR SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF HOPR, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HOPR SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (iii) YOUR BREACH OF THIS AGREEMENT, OR YOUR VIOLATION OF ANY LAW; (IV) ANY NEGLIGENCE, MISCONDUCT, OR OTHER ACTION OR INACTION BY YOU OR BY HOPR OR ANY OF ITS THIRD PARTY PROVIDERS; OR (V) YOUR FAILURE TO WEAR A HELMET OR OTHERWISE APPROPRIATE PROTECTIVE GEAR OR CLOTHING WHILE USING A HOPR BIKE, OR THE FAILURE OF SUCH HELMET OR PROTECTIVE GEAR OR CLOTHING TO PREVENT DEATH OR INJURY. HOPR SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND HOPR’S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS PROVIDING SERVICES MAY OFFER RIDESHARING OR PEER-TO-PEER TRANSPORTATION SERVICES AND MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED. THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT HOPR HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THE AGREEMENT. THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, HOPR’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON HOPR’S CHOICE OF LAW PROVISION SET FORTH BELOW.

8. Indemnification

8.1 Your Indemnification Obligations. You agree, without limitation, to indemnify and hold HOPR, its affiliates and Third Party Providers, and each of their officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including legal fees),whether direct or indirect, including consequential, exemplary, incidental, special and punitive damages, and lost profits, arising out of or in connection with or otherwise relating to: (i) your use of the Services; (ii) your breach or violation of any of the terms of this Agreement; (iii) HOPR or any Third Party Provider’s use of your User Content; and/or (iv) your violation of the rights of any third party, including Third Party Providers.

8.2 Third Party Claims. If your conduct causes HOPR to pay any third parties’ claims, you are solely responsible to HOPR for all the losses after HOPR undertakes monetary and other obligations to such third parties.

9. Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY AS IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER. BY AGREEING TO THE AGREEMENT, YOU AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAY HAVE AGAINST HOPR ON AN INDIVIDUAL BASIS IN ARBITRATION, AS SET FORTH IN THIS SECTION, AND YOU ARE HEREBTY PRECLUDED FROM BRINGING ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION AGAINST HOPR, AND YOU ARE ALSO HEREBY PRECLUDED FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST HOPR BY SOMEONE ELSE. BY ENTERING INTO THIS AGREEMENT AND UTILIZING THE SERVICES, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS SECTION 9 AND HAVE TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

9.1 Agreement to Binding Arbitration between You and HOPR. You acknowledge and agree that any dispute, claim or controversy arising out of or relating to: (a) this Agreement or the existence, breach, termination, enforcement, interpretation or validity thereof; and/or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Agreement, will be settled by binding arbitration, and not in a court of law, unless otherwise agreed-to by HOPR. You acknowledge and agree that you are waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless HOPR agrees otherwise in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and HOPR each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

9.2 Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879. The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of Florida.

9.3 Notice Requirement; Informal Dispute Resolution.  A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The written demand must state the nature and basis of the claim or dispute and the requested relief. A written demand to HOPR shall be sent to the following address: CycleHop, LLC 350 Lincoln Road, 2nd Floor, Miami Beach, FL 33143. After the notice is received, the parties may attempt to resolve the claim or dispute informally. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled. If the claim or dispute is not resolved within thirty (30) days after the notice is received, either party may begin an arbitration proceeding. The AAA provides a form Demand for Arbitration – Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879. The Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the state of Florida and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.

9.4 Location and Procedure. Unless you and HOPR otherwise agree, the arbitration will be conducted in Miami, Florida. If your claim does not exceed $10,000, then the arbitration will be a binding non-appearance-based arbitration conducted solely on the basis of documents you and HOPR submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. The arbitration for non-appearance based arbitrations shall be conducted by telephone, online and/or based solely on written submissions, and the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.

9.5 Arbitrator’s Decision. The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. HOPR will not seek, and hereby waives all rights HOPR may have under applicable law to recover, attorneys’ fees and expenses if HOPR prevails in arbitration.

9.6 Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. Each party shall bear its own cost (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the Arbitrator.

9.7 Severability and Survival. If any portion of this Dispute Resolution section is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from this Agreement; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Dispute Resolution requirements or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Dispute Resolution requirements; and (3) 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.

9.8 Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS SECTION 9 MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER UNLESS SPECIFICALLY AGREED TO IN WRITING BY HOPR.

9.9 Confidentiality. All aspects of the arbitration proceeding, including but not limited to, the award of the Arbitrator and compliance therewith, shall be strictly confidential. You agree to maintain confidentiality unless otherwise required by law. This subsection 9.9 shall not prevent a party from submitting to a court of law any information necessary to enforce this section 9, to enforce an arbitration award, or to seek injunctive or equitable relief.

9.10 Small Claims Court. Notwithstanding the foregoing, either you or HOPR may bring an individual action in small claims court.

9.11 Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a court having jurisdiction in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this section 9.

9.12 Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of infringement or misappropriation of HOPR and/or Third Party Providers’ patent, copyright, trademark or trade secrets rights shall not be subject to this section 9.  

9.13 Survival of Agreement. This section 9 shall survive the termination of your relationship with HOPR.

10. Termination of Use of the Services

10.1 Disclosure of Information. If you cease using the Services, unless otherwise stipulated by law, HOPR shall have no obligation to disclose or otherwise provide any information in your account to you or to any third party you designate. If you cease using the Services, HOPR may, in its sole discretion and subject to its privacy policy, determine to retain all of the information that you have provided during your use of the Services or that HOPR has collected regarding your use of the Services, unless prohibited by law.

11. Copyright Policy

11.1 Violation of Rights; Suspension of Account. HOPR respects the intellectual property rights of others and expect users of the Services to do the same. In appropriate circumstances and at HOPR’s sole discretion, HOPR may terminate and/or disable the accounts of users suspected to be infringing the copyrights and/or other intellectual property rights of others. Additionally, in appropriate circumstances and in HOPR’s sole discretion, HOPR may remove or disable access to material on any of HOPR’s websites or hosted on HOPR’s system(s) that may be infringing or the subject of infringing activity.

11.2 Reporting Infringement Claims. Claims of copyright infringement should be sent to HOPR’s designated agent, at the following email address [email protected].

12. Miscellaneous Provisions

12.1 Rules of Construction. The following apply to the interpretation of the Agreement:

1. Unless stated otherwise, any reference in the Terms of Use to a section or subsection means the appropriate part of these Terms of Use.
2. All headings in these Terms of Use have been inserted as a matter of convenience and for reference only and in no way define, limit, enlarge, modify or explain the scope or meaning of these Terms of Use or any of its provisions.
3. A word in the singular form may be read in the plural form if the context allows it and a word in the plural form may be read in the singular form if the context allows it.  All genders are included in any gender expressed.
4. The words “include”, “includes” and “including” are to be read as if they are followed by the phrase “without limitation”.
5. If a party is comprised of more than one person, then all covenants and agreements of that party are joint and several.
6. Any reference to a statute means that statute, and any regulations made under it, all as amended or replaced from time to time.

12.2 Choice of Law. The Agreement is governed by and construed in accordance with the laws of the state of Florida without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region. You agree that, to the extent applicable and expressly subject to the dispute resolution procedures set out in section 9 above, to submit to the exclusive jurisdiction of the applicable courts located in Miami-Dade County, Florida in circumstances where the terms of this Agreement permit litigation in court.

12.3 Notice. HOPR may give notice by means of a general notice on the Services, electronic mail to your email address associated with your Account, telephone or text message to any phone number provided in connection with your account, or by written communication sent by first class mail or pre-paid post to any address connected with your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to HOPR, with such notice deemed given when received by HOPR, at any time by sending an email with your name from the email account associated with your Account to [email protected].  

12.4 Assignment. You may not assign this Agreement without HOPR’s prior written approval, which HOPR may withhold in its own discretion. HOPR may assign this Agreement without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of HOPR’s equity, business or assets; or (iii) a successor by merger. Any purported assignment by you in violation of this section 12.4 shall be void and of no force or effect.

12.5 Relationship of Parties. No joint venture, partnership, employment, or agency relationship exists between you, HOPR and/or any Third Party Provider as a result of this Agreement or use of the Services.

12.6 Entire Agreement; Severability. This Agreement, any applicable privacy policies, and any additional terms and conditions that HOPR or any Third Party Provider provide to you in connection with the Services and/or this Agreement constitute the sole and entire agreement between the parties regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

12.7 No Waiver. No waiver by HOPR of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by HOPR to asset a right or provision under this Agreement shall not constitute a waiver of such right or provision. HOPR’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by HOPR in writing. This provision shall not affect the severability and survivability section set forth above in subsection 9.7.

HOPR Terms of Use | Fremont

 Last Modified: July 19, 2019

1. Contractual Relationship; Acceptance of Terms

These terms and conditions (the “Terms of Use“) govern your access and/or use of the applications, websites, content, products and services (the “Services“, as more fully defined below in section 3.1) made available by CycleHop, LLC d/b/a HOPR and each of their parents, subsidiaries, representatives, affiliates, officers and directors (collectively referred to herein as “HOPR“) or any of its Third Party Providers (as that term is more fully defined in section 3.1). 

In consideration of HOPR and the Third Party Providers granting you access and/or use of the Services, you agree to be bound by these Terms of Use and all other terms, policies, and guidelines incorporated in these Terms of Use by reference herein, including but not limited to, any of the terms and conditions of any of HOPR’s Third Party Providers (collectively, the “Agreement”). If you do not agree with this Agreement, including the mandatory arbitration agreement discussed in section 9, you may not access or use the Services. This Agreement expressly supersedes prior agreements or arrangements with you. HOPR may, in its sole discretion, immediately terminate the Agreement or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

When you use certain parts of the Services, you may need to read and accept the relevant supplementary terms and other related special rules posted on the Services, including those that may apply specifically to services provided by Third Party Providers. In the event of any conflict between such supplementary terms, special rules, and this Agreement, the more stringent supplemental terms and special rules applicable to specific services shall prevail when specific services are used. 

2. Modifications and Amendments to the Agreement

HOPR and the Third Party Providers may amend such terms and/or conditions of the Agreement for which they are responsible from time to time. Amendments will be effective upon HOPR’s and/or a Third Party Provider, as applicable, posting such updated terms on its respective website or mobile application. In some cases, as determined in HOPR’s sole discretion, HOPR may provide additional notice to you, such as via the Services or to an email address you have provided to HOPR. Your continued access or use of the Services after such posting confirms your consent to be bound by the Agreement, as amended. If HOPR or any of its Third Party Providers changes the terms and/or condition after the date you first agreed to the Agreement (or to any subsequent changes to the Agreement), you may reject any such change by providing HOPR notice of such rejection within thirty (30) days of the “Last Modified” date found at the top of this Agreement or within thirty (30) days of a modification made by a Third Party Provider, if applicable (“Notice”). For the Notice to be effected:

1. you must provide such Notice by email from the email address associated with your account to [email protected];
2. the Notice must include your full name; and
3. the Notice must clearly indicate your intent to reject changes to the Agreement. 

HOPR reserves the right to terminate this Agreement and your use of the Services as a result of such Notice.

3. The Services

3.1 Generally. The Services comprise mobile applications and related services (each, an “Application“), which enable users to arrange and schedule transportation, logistics and/or delivery services, including with third party providers of such services and goods under agreement with HOPR (“Third Party Providers“). Unless otherwise agreed to by HOPR in a separate written agreement with you, the Services are made available solely for your personal, noncommercial use in accordance with the terms and conditions set out in the Agreement. You also acknowledge that the Services may be made available under such brands or request options by or in connection with independent Third Party Providers, including Transportation Network Company drivers, Transportation Charter Permit holders or holders of similar transportation permits, authorizations or licenses. YOU ACKNOWLEDGE THAT YOUR ABILITY TO OBTAIN TRANSPORTATION, LOGISTICS AND/OR DELIVERY SERVICES THROUGH THE USE OF THE SERVICES DOES NOT ESTABLISH HOPR AS A PROVIDER OF TRANSPORTATION, LOGISTICS OR DELIVERY SERVICES OR AS A TRANSPORTATION CARRIER.

3.2 Third Party Services and Content. The Services may be made available or accessed in connection with Third Party Providers and their content (including advertisements) that HOPR does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third party services and content. HOPR does not endorse such third party services and content and in no event shall HOPR be responsible or liable for any products or services of such Third Party Providers. 

3.3 License. Subject to your compliance with this Agreement, HOPR grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use the Applications on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by HOPR and HOPR’s licensors.

3.4 Covenants. At all times that you access and/or use the Services, you agree that you shall: (i) comply with the Agreement and all applicable laws; (ii) provide accurate information and update your information so it remains accurate at all reasonable times; (iii) use your real name and accurate personal information for the Services; and (iv) use the Services in a civilized and professional manner. 

3.5 Restrictions. You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by HOPR; (iii) decompile, reverse engineer or disassemble the Services; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

3.6 Intellectual Property Rights. The Services and all intellectual property rights therein are and shall remain HOPR’s property or the property of HOPR’s licensors. Neither the Agreement nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted in section 3.1 above; or (ii) to use or reference in any manner HOPR’s company names, logos, product and service names, trademarks or services marks or those of HOPR’s licensors.

4. Registration & User Accounts

4.1 User Account Required. To access and/or use most aspects of the Services, you must register for and maintain an active personal user account (“Account“) by completing the registration process on HOPR’s website or through any Application. Unless otherwise permitted by HOPR in writing, you may only possess one Account. You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account, unless a specific Service permits otherwise. Account registration requires you to submit to HOPR certain personal information, such as your name, address, mobile phone number and age, as well as at least one valid payment method supported by HOPR. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and/or use the Services. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. HOPR recommends you change your password every ninety (90) days. HOPR shall not be responsible for any loss, claim, or other liability that may arise from the unauthorized use of your Account or password. You agree to immediately notify HOPR of any unauthorized use of your Account or password or any other breach of security by emailing HOPR at [email protected]. 

4.2 User Requirements and Conduct. The Services are not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services provided by HOPR or any of its Third Party Providers. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to a Third Party Provider or any other person. In certain instances, you may be asked to provide proof of identity or other method of identity verification to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity or other method of identity verification.

4.3 Collection of Personal Information. The collection and use of personal information in connection with the Services is described in HOPR’s Privacy Statement which is available here: https://gohopr.com/privacy-usa/, as well as in applicable Third Party Provider policies available from such Third Party Providers.

4.4 Referrals and Promotional Codes. HOPR may, in its sole discretion, create referral and/or promotional codes (“Promo Codes“) that may be redeemed for discounts on future Services and/or a Third Party Provider’s services, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that HOPR establishes from time to time. You agree that Promo Codes: (i) must be used by the intended audience, for the intended purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by HOPR; (iii) may be disabled by HOPR at any time for any reason without liability to HOPR; (iv) may only be used pursuant to the specific terms that HOPR establishes for such Promo Code; (v) are not valid for cash or redeemable for other uses, unless expressly permitted by HOPR; and (vi) may expire prior to your use. HOPR reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by you or any other user in the event that HOPR determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of this Agreement.

4.5 User Provided Content. HOPR may, in HOPR’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to HOPR through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content“). Any User Content provided by you remains your property. However, by providing User Content to HOPR, you grant HOPR and its Third Party Providers a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and HOPR’s or any of its Third Party Provider’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant HOPR the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor HOPR’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable laws. You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by HOPR in its sole discretion, whether or not such material may be protected by law. HOPR may, but shall not be obligated to, review, monitor, or remove User Content, at HOPR’s sole discretion and at any time and for any reason, without notice to you.

4.6 Network Access and Devices. You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device, which fees you are fully responsible for and HOPR has no responsibility whatsoever to pay or reimburse you for. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. HOPR does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

5. How It Works

To use the Services, you must download the HOPR Application. When ready to use the Services, use the HOPR Application to locate an available bike. Once you have located an available bike, scan the QR code on the lock, and conduct an inspection of the bike for any defects or safety issues, including checking the brakes for proper operation. To end your use of the Services, park the bike at “HOPR Pond”or in another permitted parking location and lock the wheel to end your ride. 

All devices shall be parked upright on hard surfaces, unless at a bike rack or other area specifically designated for bicycle parking. Devices shall not be parked in such a manner as to block or obstruct:

• Pedestrian clear-zone area of the sidewalk (minimum 3 feet unobstructed width)
• Any fire hydrant, call box, or other emergency facility
• Bus bench, stop, shelter, or passenger waiting area, except at existing bicycle racks
• Utility pole or box
• Disabled parking zones
• Loading zones
• Street furniture that requires pedestrian access (e.g. benches)
• Outdoor dining areas
• Within 15 feet of curb ramps
• Within 10 feet of entryways, exits, and driveways
• Any path of travel necessary for the safe and convenient use of wheel chairs and other mobility devices, including marked paths of travel in parking lots and public rights of way.

 Devices may be parked in designated on-street parking spaces in select cases, provided they do not obstruct any vehicle travel lane, bicycle lane, or impede a 6 foot pedestrian clear zone. Allowable cases of on-street parking include: (1) Blocks with marked preferred parking zones in on-street parking spaces (2) Blocks with no sidewalk (3) Blocks with a narrow sidewalk (less than 5 feet) and unimproved planting/furnishing zone.

A “HOPR Pond” or “Hub”is a designated HOPR Bike Share Parking Station comprised of two main parts: a geo-fenced area displayed in digital programming (mobile app, website) and a real-world counterpart that may include physical delineators and signage. Depending on location, the Pond is marked with paint, bollards, and/or other visual and physical items.

5.1 Costs. In order to rent a bike under the Services, you must purchase time in accordance with the following options:

• • Pay Per Ride: $1.00 to start and 15¢ per minute of ride time, with a $10.00 minimum prepaid charge required when you use the Pay Per Ride plan for the first time. If a rider utilizes the Pay Per Ride plan, and their account balance is insufficient to cover any charges incurred, then the user will be charged a minimum amount of $2.00, regardless of the amount of actual ride time incurred over and above their account balance; provided, however, that any amount charged over the actual ride time spent will be added to your account balance for future usage. For example, if your account had a balance of $1.00 and you incurred $2.00 worth of additional ride time, then your account will be billed $2.00, with $1.00 being deducted to cover the overage and the other $1.00 being credited to your account.
  • 30 day pass: $20.00 per 30 day period. Plan entitles user to unlimited unlocks free of charge. Ride time is charged at 10¢ per minute. 
  • 365 day pass: $60.00 per 365 day period.  Plan entitles user to 30 minutes of ride time per calendar day (“Daily Riding Time”). During each calendar day included in the year for which your pass is valid, you may use your entire allotted Daily Ride Time in one trip or in multiple trips. There will be no rollover credit for any unused Daily Riding Time. If you exceed your allotted Daily Riding Time in any one calendar day, then you will be charged 10¢ per minute. 

• Access Pass: Riders will be charged $5/per month with verifiable income reported upon membership registration to the Operator. Verification of enrollment in a California Department of Social Services assistance program(s) is required. Membership will be pending until verification is confirmed by Customer Service. Customer service can be reached by phone at 833-838-8300. Access pass provides rider a fixed amount of “Daily Riding Time” defined as the number of minutes included with the plan each day, or as use per day. The plan includes 30 minutes of usage per calendar day, which may be used in one trip or multiple trips. There will be no rollover credit. Riding minutes in excess of plan minutes will be rounded to the next highest minute and be charged at 10¢ per minute. 

5.2 Auto-Renewal Options. Monthly and Annual Plans can be set to auto-renew. Monthly plans set to auto-renew will charge you every thirty (30) days until you cancel the membership. Annual plans set to auto-renew will charge you yearly until the membership is canceled by you. To cancel your membership or change your auto-renewal settings, visit your account in the HOPR app. 

5.3 Overage Fees. Users with membership plans shall be responsible to pay any additional time beyond the time to which they are entitled in their chosen plan on any given day. You agree to pay for any additional time beyond the allocated use time provided for in the plan at the plan rate. 

5.4 Maximum Rental Time. If a bike is not returned and locked within 12 hours of the start of your rental period, the bike may be deemed to be stolen and you may be assessed a lost/stolen bike fee of $1,500.00. 

5.5 Fee for not ending a ride in a designated area. If a rider locks the device and ends their ride outside the designated Service Area or in areas designated as No Parking Zones (indicated by red shaded areas on the HOPR Transit App)  the Operator may charge Rider a $20 Device Recovery Fee.

5.6 Repair Fee. If a bike is damaged during your use of the bike or while rented to you, beyond regular wear and tear, as a result of negligent or intentional conduct on the part of you, then you shall be charged a fee that is equal to the cost of repairing such damage.

5.7 Violations. You shall be completely responsible, and shall indemnify HOPR for any tickets or fees assessed against the bike or HOPR during your use of the bike or as a result of the location where your parked the bike. You are responsible for all tickets and moving violations incurred during the rental period. You agree to reimburse HOPR for any costs, expenses and/or attorney’s fees for processing, pursuing and/or defending any such claims.

5.8 Representations and Warranties. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you represent and warrant to HOPR that:

• You meet the minimum age requirements: (1) is 18 years of age or older to check out a bike with a credit card; and (2) is 18 years of age or older to ride.
• You are experienced and familiar with the safe and competent operation of a bike, and that you are physically and mentally fit to ride the bike.
• You are familiar with all applicable local, state, and county rules, regulations, codes and laws that relate to the safe and legal operation of a bike.

5.9 Acknowledgement and Agreements. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you acknowledge and agree as follows: 

• You are fully aware that riding a bike on streets poses a risk of accident due to motorists, pedestrians, and road conditions, and you must keep a proper lookout to avoid such accidents.
• You are and capable of operating and riding a bike and are not relying on HOPR to learn how to operate or ride a bike.
• Failure to use a helmet and protective gear or to use the bike in a careful and reasonably competent manner may result in bodily injury or death.
• You are solely responsible for obtaining and using a helmet and protective gear.
• You are solely responsible for operating and riding a bike in a careful and reasonably competent manner.
• A helmet and protective gear, even when used, does not eliminate the risk of bodily injury in the event of an accident.
• All bikes are and shall remain the exclusive property of HOPR at all times.
• You are solely responsible for any moving violations and/or fines incurred by you while using the bike, including any fees for parking the bike in prohibited locations.
• HOPR is not obligated to provide insurance of any kind related to you or your use of the bike, and in the event that HOPR, at its option, carries insurance, you shall remain liable for any liability, property damage, personal injury, injury to others, damages, penalties, fines, losses, and/or expenses of any kind whatsoever.
• If you cause damage to property or injury to another party while operating or in possession of a bike, you are solely liable for such damage or injury. You agree to defend and hold harmless HOPR from any and all losses, liabilities, claims, causes of action, costs, fees, penalties or the like arising from your use or possession of the bike. 
• You shall return the bike to HOPR in the same condition as when received.
• You are liable for any and all damages resulting from improper use or abuse of the bike and the cost of such damages.
• HOPR provides the bikes as a convenience, with such bikes only to be used by those persons who are able and qualified to operate a bike on their own and who have agreed to all terms and conditions of this Agreement.

5.10 Requirements. As a condition precedent to HOPR’s agreement to allow you to use the Services and to rent a bike, you agree to do the following:

• Carefully inspect the bike that you wish to rent prior to use to ensure the bike is good operating condition.
• Test the bike’s operating components before proceeding with the intended use, including, but not limited to the brakes, tires, gears, pedals, lights, frame and saddle.
• Promptly notify HOPR’s customer service of any defect, malfunction or needed repair to a bike.
• Adjust saddle to proper height prior to operating the bike. 
• Adjust your bike riding behavior for safe operation according to weather conditions.
• Adjust your bike riding behavior so that it is that of a reasonably experienced and prudent bike rider.
• Contact HOPR and local police immediately in the event of  an accident that occurred during your use of the bike resulting in bodily injury.
• Contact HOPR immediately in the event of theft of the bike.

5.11 Restricted Uses. You agree not do any of the following acts: 

• Use any bike if you are younger than 18 years of age.
• Use any bike if you are not physically and mentally fit to ride the bike or otherwise unable to operate the bike in a safe condition with regards to the health and safety of you as well as other third parties.
• Operate a bike while carrying any item that impedes your ability to safely operate the bike.
• Operate a bike while under the influence of alcohol, drugs, or any other substance that impair your ability to safely operate the bike.
• Use any cell phone or mobile electronic device, including, but not limited to, for the purposes of phone calls, text messages, music or any other use that distracts you from the safe operation of the bike.
• Allow any other person to use the bike or allow more than one person to be carried on the bike.
• Overfill the bike basket or place objects weighing in total more 20 pounds in the bike basket.
• Violate any applicable federal, state, or local law.
• Operate or use a bike in any manner during adverse weather conditions, including but not limited to: hail, dust storms, fog, heavy rains, or lightning storms.
• Ride or operate a bike that has any defect, fails to operate as a properly functioning bike or that is in need of repair.
• Continue using the bike if it, or any component of it, should become defective or malfunction.
• Use the bike for racing, trick riding, jumping, stunt riding and/or, off-road riding.
• Use the bike for any commercial purposes.
• Tow, pull, carry or push any person or object with a bike.
• Remove or modify any accessories, parts or components of any bike.
• Ride the bike without paying applicable user fees at the time they become due.

5.12 Rental of Multiple Bikes. Subject to program requirements and availability, you may rent up to four (4) bikes at the same time on your account. If you elect to rent multiple bikes at the same time, you agree to rent the first bike for your own use and to make subsequent bikes available to additional riders; such subsequent bikes will be charged as per the applicable Pay Per Ride Plan rate as set out in subsection 5.1 above. Prior to riding, all additional riders renting a bike under your account must review and accept the full terms of this Agreement, except such requirements outlined herein to create an account. You further acknowledge and agree that: (a) you shall be responsible for each bike rented under your account; (b) you shall be responsible for ensuring that any individual operating or using a bike rented under your account reads, understands and complies fully with this Agreement, except such requirements outlined herein to create an account; (c) you are fully and completely responsible and liable for all claims, damages, costs or fees arising from or related to all additional riders’ use of bike(s) rented under your account; and (d) you expressly agree to indemnify and defend HOPR, and hold it harmless, for any harm to person or property resulting from the rental of bike(s) for additional rider(s) under your account. 

6. Payment

6.1 Charges Generally; Modifications. You understand that your use of the Services may result in charges to you for the services or goods you receive (“Charges“). Charges will be inclusive of applicable taxes where required by law. Charges may include other applicable fees, tolls, and/or surcharges including a booking fee, municipal tolls, airport surcharges or processing fees as may be applied by Third Party Providers. As between you and HOPR, HOPR reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in HOPR’s sole discretion. Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. HOPR will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. HOPR may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for Services at any time prior to the commencement of such Services, in which case you may be charged a cancellation fee. HOPR may use the proceeds of any Charges for any purpose, subject to any payment obligations it has agreed to with any Third Party Providers or other third parties.

6.2 Payment Methods. All Charges and payments will be enabled by HOPR using the preferred payment method designated in your Account, after which you will receive a receipt by email. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that HOPR may use a secondary payment method in your Account, if available, or reject your use of the Services. Charges paid by you are final and non-refundable, unless otherwise determined by HOPR.

6.3 Third Party Payment Processors. HOPR may use a third-party payment processor (the “Payment Processor”) to link your credit or debit card account to the Services. The processing of payments or credits, as applicable, in connection with your use of the Services shall be subject to the terms, conditions, and privacy policies of the Payment Processor and your credit or debit card issuer in addition to this Agreement. HOPR is not responsible in any way for any errors by the Payment Processor or by your credit card or debit card issuer. 

6.4 Charges Owed Directly to Third Party Providers. In certain cases, with respect to certain Third Party Providers, Charges you incur will be owed directly to Third Party Providers, and HOPR will collect payment of those charges from you, on the Third Party Provider’s behalf as their limited payment collection agent.  In such cases, payment of the Charges shall be considered the same as payment made directly by you to the Third Party Provider. This payment structure is intended to fully compensate such applicable Third Party Provider for the services or goods obtained in connection with your use of the Services. In all other cases, Charges you incur will be owed and paid directly to HOPR or its affiliates. 

6.5 Repair, Cleaning or Lost and Found Fees. You shall be responsible for the cost of repair for damage to, or necessary cleaning of, bike(s) and/or property resulting from use of the Services under your Account in excess of normal “wear and tear” damages and necessary cleaning (“Repair or Cleaning“). In the event that a Repair or Cleaning is necessary as a result of your use of the Services, as determined in in HOPR’s sole discretion, HOPR reserves the right to facilitate payment for the reasonable cost of such Repair or Cleaning using your payment method designated in your Account. Such amounts, as well as those pertaining to lost and found goods, will be transferred by HOPR to a Third Party Provider, if applicable, and are non-refundable.

7. Disclaimers; Limitation of Liability.

7.1 DISCLAIMER. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, THE USE OF SERVICES PURSUANT TO YOUR ACCOUNT, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, INCLUDING ANY HOPR BIKES, REMAINS SOLELY WITH YOU. YOU FURTHER SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE SERVICES, INCLUDING BIKES, ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, HOPR DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THE AGREEMENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, HOPR MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. HOPR DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS OR ANY SERVICES OR GOODS WHATSOEVER PROVIDED BY THIRD PARTY PROVIDERS. 

7.2 LIMITATION OF LIABILITY. HOPR SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF HOPR, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HOPR SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (iii) YOUR BREACH OF THIS AGREEMENT, OR YOUR VIOLATION OF ANY LAW; (IV) ANY NEGLIGENCE, MISCONDUCT, OR OTHER ACTION OR INACTION BY YOU OR BY HOPR OR ANY OF ITS THIRD PARTY PROVIDERS; OR (V) YOUR FAILURE TO WEAR A HELMET OR OTHERWISE APPROPRIATE PROTECTIVE GEAR OR CLOTHING WHILE USING A HOPR BIKE, OR THE FAILURE OF SUCH HELMET OR PROTECTIVE GEAR OR CLOTHING TO PREVENT DEATH OR INJURY. HOPR SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND HOPR’S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS PROVIDING SERVICES MAY OFFER RIDESHARING OR PEER-TO-PEER TRANSPORTATION SERVICES AND MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED. THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT HOPR HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THE AGREEMENT. THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, HOPR’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON HOPR’S CHOICE OF LAW PROVISION SET FORTH BELOW.

8. Indemnification

8.1 Your Indemnification Obligations. You agree, without limitation, to indemnify and hold HOPR, its affiliates and Third Party Providers, and each of their officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including legal fees),whether direct or indirect, including consequential, exemplary, incidental, special and punitive damages, and lost profits, arising out of or in connection with or otherwise relating to: (i) your use of the Services; (ii) your breach or violation of any of the terms of this Agreement; (iii) HOPR or any Third Party Provider’s use of your User Content; and/or (iv) your violation of the rights of any third party, including Third Party Providers.

8.2 Third Party Claims. If your conduct causes HOPR to pay any third parties’ claims, you are solely responsible to HOPR for all the losses after HOPR undertakes monetary and other obligations to such third parties. 

9. Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY AS IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER. BY AGREEING TO THE AGREEMENT, YOU AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAY HAVE AGAINST HOPR ON AN INDIVIDUAL BASIS IN ARBITRATION, AS SET FORTH IN THIS SECTION, AND YOU ARE HEREBY PRECLUDED FROM BRINGING ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION AGAINST HOPR, AND YOU ARE ALSO HEREBY PRECLUDED FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST HOPR BY SOMEONE ELSE. BY ENTERING INTO THIS AGREEMENT AND UTILIZING THE SERVICES, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS SECTION 9 AND HAVE TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

9.1 Agreement to Binding Arbitration between You and HOPR. You acknowledge and agree that any dispute, claim or controversy arising out of or relating to: (a) this Agreement or the existence, breach, termination, enforcement, interpretation or validity thereof; and/or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Agreement, will be settled by binding arbitration, and not in a court of law, unless otherwise agreed-to by HOPR. You acknowledge and agree that you are waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless HOPR agrees otherwise in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and HOPR each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

9.2 Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879. The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of Florida. 

9.3 Notice Requirement; Informal Dispute Resolution.  A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The written demand must state the nature and basis of the claim or dispute and the requested relief. A written demand to HOPR shall be sent to the following address: CycleHop, LLC 350 Lincoln Road, 2nd Floor, Miami Beach, FL 33143. After the notice is received, the parties may attempt to resolve the claim or dispute informally. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled. If the claim or dispute is not resolved within thirty (30) days after the notice is received, either party may begin an arbitration proceeding. The AAA provides a form Demand for Arbitration – Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879. The Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the state of Florida and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.

9.4 Location and Procedure. Unless you and HOPR otherwise agree, the arbitration will be conducted in Miami, Florida. If your claim does not exceed $10,000, then the arbitration will be a binding non-appearance-based arbitration conducted solely on the basis of documents you and HOPR submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. The arbitration for non-appearance based arbitrations shall be conducted by telephone, online and/or based solely on written submissions, and the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties. 

9.5 Arbitrator’s Decision. The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. HOPR will not seek, and hereby waives all rights HOPR may have under applicable law to recover, attorneys’ fees and expenses if HOPR prevails in arbitration.

9.6 Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. Each party shall bear its own cost (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the Arbitrator.

9.7 Severability and Survival. If any portion of this Dispute Resolution section is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from this Agreement; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Dispute Resolution requirements or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Dispute Resolution requirements; and (3) 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.

9.8 Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS SECTION 9 MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER UNLESS SPECIFICALLY AGREED TO IN WRITING BY HOPR.

9.9 Confidentiality. All aspects of the arbitration proceeding, including but not limited to, the award of the Arbitrator and compliance therewith, shall be strictly confidential. You agree to maintain confidentiality unless otherwise required by law. This subsection 9.9 shall not prevent a party from submitting to a court of law any information necessary to enforce this section 9, to enforce an arbitration award, or to seek injunctive or equitable relief. 

9.10 Small Claims Court. Notwithstanding the foregoing, either you or HOPR may bring an individual action in small claims court.

9.11 Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a court having jurisdiction in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this section 9. 

9.12 Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of infringement or misappropriation of HOPR and/or Third Party Providers’ patent, copyright, trademark or trade secrets rights shall not be subject to this section 9.  

9.13 Survival of Agreement. This section 9 shall survive the termination of your relationship with HOPR. 

10. Termination of Use of the Services

10.1 Disclosure of Information. If you cease using the Services, unless otherwise stipulated by law, HOPR shall have no obligation to disclose or otherwise provide any information in your account to you or to any third party you designate. If you cease using the Services, HOPR may, in its sole discretion and subject to its privacy policy, determine to retain all of the information that you have provided during your use of the Services or that HOPR has collected regarding your use of the Services, unless prohibited by law. 

11. Copyright Policy

11.1 Violation of Rights; Suspension of Account. HOPR respects the intellectual property rights of others and expect users of the Services to do the same. In appropriate circumstances and at HOPR’s sole discretion, HOPR may terminate and/or disable the accounts of users suspected to be infringing the copyrights and/or other intellectual property rights of others. Additionally, in appropriate circumstances and in HOPR’s sole discretion, HOPR may remove or disable access to material on any of HOPR’s websites or hosted on HOPR’s system(s) that may be infringing or the subject of infringing activity.

11.2 Reporting Infringement Claims. Claims of copyright infringement should be sent to HOPR’s designated agent, at the following email address [email protected].

12. Miscellaneous Provisions

12.1 Rules of Construction. The following apply to the interpretation of the Agreement:

1. Unless stated otherwise, any reference in the Terms of Use to a section or subsection means the appropriate part of these Terms of Use.
2. All headings in these Terms of Use have been inserted as a matter of convenience and for reference only and in no way define, limit, enlarge, modify or explain the scope or meaning of these Terms of Use or any of its provisions.
3. A word in the singular form may be read in the plural form if the context allows it and a word in the plural form may be read in the singular form if the context allows it.  All genders are included in any gender expressed.
4. The words “include”, “includes” and “including” are to be read as if they are followed by the phrase “without limitation”. 
5. If a party is comprised of more than one person, then all covenants and agreements of that party are joint and several. 
6. Any reference to a statute means that statute, and any regulations made under it, all as amended or replaced from time to time.

12.2 Choice of Law. The Agreement is governed by and construed in accordance with the laws of the state of Florida without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region. You agree that, to the extent applicable and expressly subject to the dispute resolution procedures set out in section 9 above, to submit to the exclusive jurisdiction of the applicable courts located in Miami-Dade County, Florida in circumstances where the terms of this Agreement permit litigation in court. 

12.3 Notice. HOPR may give notice by means of a general notice on the Services, electronic mail to your email address associated with your Account, telephone or text message to any phone number provided in connection with your account, or by written communication sent by first class mail or pre-paid post to any address connected with your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to HOPR, with such notice deemed given when received by HOPR, at any time by sending an email with your name from the email account associated with your Account to [email protected].  

12.4 Assignment. You may not assign this Agreement without HOPR’s prior written approval, which HOPR may withhold in its own discretion. HOPR may assign this Agreement without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of HOPR’s equity, business or assets; or (iii) a successor by merger. Any purported assignment by you in violation of this section 12.4 shall be void and of no force or effect. 

12.5 Relationship of Parties. No joint venture, partnership, employment, or agency relationship exists between you, HOPR and/or any Third Party Provider as a result of this Agreement or use of the Services. 

12.6 Entire Agreement; Severability. This Agreement, any applicable privacy policies, and any additional terms and conditions that HOPR or any Third Party Provider provide to you in connection with the Services and/or this Agreement constitute the sole and entire agreement between the parties regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

12.7 No Waiver. No waiver by HOPR of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by HOPR to asset a right or provision under this Agreement shall not constitute a waiver of such right or provision. HOPR’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by HOPR in writing. This provision shall not affect the severability and survivability section set forth above in subsection 9.7.

HOPR Terms of Use | CANADA

HOPR TERMS OF USE AGREEMENT UNIVERSITY OF BRITISH COLUMBIA

Last Modified: Dec 30, 2019

1. CONTRACTUAL RELATIONSHIP; ACCEPTANCE OF TERMS

1.1 SCOPE. The terms and conditions set forth in this Agreement (the “Terms of Use”) govern your access, rental, and/or use of Bikes (defined below), Applications (defined below), websites, content, products and related services (collectively, the “Services”, as more fully defined below in section 3.1) made available by CycleHop Corp. Canada, CycleHop, LLC d/b/a HOPR and each of their parents, subsidiaries, representatives, affiliates, officers and directors (collectively referred to herein as “HOPR”) or any of its Third Party Providers (as that term is more fully defined below in section 3.1). 

1.2 CONSIDERATION. In consideration of HOPR and the Third Party Providers granting you access and/or use of the Services, you agree to be bound by this Agreement, the Terms of Use set out herein, and all other terms, policies, and guidelines incorporated by reference into this Agreement, including but not limited to, any of the terms and conditions of any of HOPR’s Third Party Providers (collectively, the “Agreement”). If you do not agree with all the terms contained in this Agreement, you may not access or use any of the Services. 

1.3 ENTIRE AGREEMENT. This Agreement expressly supersedes all prior agreements or arrangements between you and HOPR.

1.4 OTHER TERMS. When you use certain parts of the Services, you may need to read and accept the relevant supplementary terms and other related special rules posted on the Services, including those that may apply specifically to services provided by Third Party Providers. In the event of any conflict between such supplementary terms, special rules, and this Agreement, the most stringent terms shall prevail. 

2. AMENDMENTS TO THE AGREEMENT

2.1 RIGHT TO AMEND. HOPR and any of the Third Party Providers may, from time to time, amend such terms and/or conditions of the Agreement for which they are responsible. Amendments will be effective upon HOPR and/or a Third Party Provider, as applicable, posting such updated terms on its respective website and/or mobile application. In some cases, as determined in HOPR’s sole discretion, HOPR may provide additional notice to you, such as via the Services or to an email address you have provided to HOPR. Your continued access or use of any of the Services after such posting confirms your consent to be bound by the Agreement, as amended. 

2.2 RIGHT TO REJECT CHANGES. If HOPR or any of its Third Party Providers changes the terms and/or condition after the date you first agreed to the Agreement (or to any subsequent changes to the Agreement), you may reject any such change by providing HOPR notice of such rejection within thirty (30) days of the “Last Modified” date found at the top of this Agreement or within thirty (30) days of a modification made by a Third Party Provider (the “Notice”). For the Notice to be effected:

(a) you must provide such Notice by email from the email address associated with your account to: [email protected];

(b) the Notice must include your full name; and

(c) the Notice must clearly indicate your intent to reject changes to the Agreement.

HOPR reserves the right to immediately terminate this Agreement with you, and your use of any or all of the Services on receipt of such Notice.

3. SERVICES

3.1 GENERAL. The Services comprise the following:

a) mobile applications and related services, including updates thereto, (each, an “Application”), which enable users to arrange and schedule transportation, logistics and/or delivery services, including with third party providers of such services and goods under agreement with HOPR (“Third Party Providers“); and

b) provision of bicycle(s) for rent in accordance with the Terms of Use, including applicable payment kiosks and other related equipment (collectively, the “Bike Equipment”).

3.2 THIRD PARTY SERVICES AND CONTENT. The Services may be made available or accessed in connection with Third Party Providers and their services, products and/or content (including advertisements) over which HOPR has not control. You acknowledge that different terms of use and privacy policies may apply to your use of such services, products and/or content provided by Third Party Providers. HOPR does not endorse such services, products and content provided by Third Party Providers, and in no event shall HOPR be responsible or liable for any services, products and/or content of such Third Party Providers. 

3.3 LICENSE. Subject to your compliance with this Agreement, HOPR grants you a limited, non-exclusive, non-sublicensable, revocable and non-transferable license to: 

a) access and use the Applications on your personal device solely in connection with your use of the Services; and

b) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, non-commercial use.

For greater certainty, any rights not expressly granted herein are reserved in full by HOPR and HOPR’s licensors.

3.4 COVENANTS. At all times that you access and/or use the Services, you agree that you shall: (i) comply with the Agreement and all applicable laws; (ii) provide accurate information and update your information so it remains accurate at all reasonable times; (iii) use your real name and accurate personal information for the Services; and (iv) use the Services in a civilized and professional manner. 

3.5 RESTRICTIONS. You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by HOPR; (iii) decompile, reverse engineer or disassemble any of the Services; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

3.6 INTELLECTUAL PROPERTY RIGHTS. The Services and all intellectual property rights therein are and shall remain HOPR’s property or the property of HOPR’s licensors. Neither the Agreement nor your use of any of the Services convey or grant to you any rights: (i) in or related to any of the Services except for the limited license granted in section 3.3 above; or (ii) to use or reference in any manner HOPR’s corporate names, logos, product and service names, trademarks or services marks or those of HOPR’s licensors.

4. REGISTRATION & USER ACCOUNTS

4.1 USER ACCOUNT

a) Account Required – To access and/or use most aspects of the Services, you must register for and maintain an active personal user account (“Account“) by completing the registration process on HOPR’s website or through an applicable Application, including providing a valid credit card number with expiration date (“Credit Card”).  Pre-paid credit cards are not considered a valid method of payment.

b) One Account Only – Unless otherwise permitted by HOPR in writing, you may only possess one Account.

c) Age Limit – You must be at least 18 years of age to obtain an Account, unless a specific Service permits otherwise.

d) Personal Information – Account registration requires you to submit to HOPR certain personal information, such as your name, email, address, mobile phone number and age, as well as at least one valid payment method supported by HOPR. The collection and use of personal information in connection with the Services is described in HOPR’s Privacy Statement which is available here: gohopr.com/privacy-canada, as well as in applicable Third Party Provider policies available from such Third Party Providers.

e) Accurate Information – You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and/or use the Services.

f) Responsibility of Use – You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. HOPR recommends that you change your password at least every ninety (90) days. HOPR shall not be responsible for any loss, claim, fees, expenses, or any other liability whatsoever that may arise from the unauthorized use of your Account, username or password. You agree to immediately notify HOPR of any unauthorized use of your Account, username or password or any other breach of security by emailing HOPR at [email protected].

g) Account Disabling – To disable your Account, please contact us at [email protected] and request that your Account be disabled. When your Account has been disabled, you will no longer be able to access your Account.

4.2 GENERAL USER REQUIREMENTS AND CONDUCT

a) Age Limit – The Services are not available for use by any persons under the age of 18.

b) Prohibited Other Users – Subject to section 5.13, you may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services provided by HOPR or any of its Third Party Providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity.

c) Compliance with Laws – You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials).

d) Prohibited Conduct – You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to a Third Party Provider or any other person.

e) Proof of Identity – In certain instances, you may be asked to provide proof of identity or other method of identity verification to access or use the Services, and you agree that you may be denied access to, or use of, any or all of the Services if you refuse to provide proof of identity or other method of identity verification.

4.3 REFERRALS AND PROMOTIONAL CODES. HOPR may, in its sole discretion and from time to time, create referral and/or promotional codes (“Promo Codes“) that may be redeemed for discounts on future Services and/or a Third Party Provider’s services, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that HOPR establishes from time to time. You agree that Promo Codes: (i) must be used by the intended audience, for the intended purpose, within the specified time, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by HOPR; (iii) may be disabled by HOPR at any time for any reason without any liability to HOPR; (iv) may only be used pursuant to the specific terms that HOPR establishes for such Promo Code; (v) are not valid for cash or redeemable for any other uses or services, unless expressly permitted by HOPR; and (vi) may expire prior to your use. HOPR reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by you or any other user in the event that HOPR determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of this Agreement.

4.4 USER PROVIDED CONTENT. HOPR may, in HOPR’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to HOPR through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content“). Any User Content provided by you remains your property. However, by providing User Content to HOPR, you grant HOPR and its Third Party Providers a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and HOPR’s or any of its Third Party Provider’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant HOPR the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor HOPR’s use of the User Content as permitted herein will infringe, misappropriate or violate any third party’s intellectual property or proprietary rights, or any rights of publicity or privacy, or result in the violation of any applicable laws. You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by HOPR in its sole discretion, whether or not such material may be protected by law. HOPR may, but shall not be obligated to, review, monitor, or remove User Content, at HOPR’s sole discretion and at any time and for any reason, without any notice to you.

4.5 NETWORK ACCESS AND DEVICES. You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device, which fees you are fully responsible for and HOPR has no responsibility whatsoever to pay or reimburse you for. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services (including the Applications and any updates thereto). HOPR does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

5. BICYCLE USE

5.1 REPRESENTATIONS AND WARRANTIES. As a condition precedent to HOPR’s agreement to allow you to rent and/or use a bicycle provided by HOPR (“Bike”), you represent and warrant to HOPR that:

a) you are 18 years of age or older;

b) you are the legal holder of and named on the Credit Card used to rent a Bike in accordance with the Terms of Use and this Agreement;

c) you are experienced and familiar with the safe and competent operation of the Bike, and you are physically and mentally fit to ride the Bike; and

d) you are familiar with all applicable rules, regulations, codes and laws that relate to the safe and legal operation of a bicycle.

5.2 ACKNOWLEDGMENTS. As a condition precedent to HOPR’s agreement to allow you to use and rent a Bike, you acknowledge and agree as follows:

a) you are fully aware that riding a bicycle on streets poses a risk of accident due to motorists, pedestrians, and road conditions, and you must be aware and keep a proper lookout to avoid such accidents;

b) you are fully trained and capable of operating and riding a bicycle and are not relying on HOPR to learn how to operate and/or ride a Bike;

c) HOPR promotes the use of helmets whenever riding or operating a Bike, and your failure to use a helmet or to use the Bike in a careful and reasonably competent manner may result in bodily injury or death to you and others, for which you accept full responsibility;

d) you are solely responsible for obtaining and using a helmet and proper clothing and shoes;

e) a helmet, even when used, does not eliminate the risk of bodily injury in the event of an accident;

f) you are solely responsible for operating and riding a Bike in a careful and reasonably competent manner;

g) all Bikes are and shall remain the exclusive property of HOPR at all times;

h) you are solely responsible for any moving violations and fines incurred by you while using the Bike, including any fees for parking the Bike in prohibited locations and/or for riding in any illegal manner;

i) HOPR is not obligated to provide insurance of any kind related to you or your use of the Bike, and in the event that HOPR, at its option, carries insurance, you shall remain liable for any liability, property damage, personal injury, injury to others, damages, penalties, fines, losses, and expenses of any kind whatsoever;

j) if you cause any damage to property or injury to another party while operating or in possession of the Bike, you are solely liable for all such damage or injury;

k) you shall return the Bike to HOPR in the same condition as when received;

l) you are liable for any and all damages resulting from improper use or abuse of the Bike and all costs and liabilities associated with such damages; and

m) HOPR provides Bikes as a service, and such rental availability is intended to be used only by those persons who are able and qualified to operate a Bike on their own and who have agreed to all the Terms of Use and this Agreement.

5.3 RESTRICTED USES. You shall not do any of the following (each a “Restricted Use”, and collectively the “Restricted Uses”):

a) use any Bike in any illegal manner;

b) subject to section 5.13, allow any other person to use a Bike that you have rented pursuant to this Agreement;

c) use any Bike if you have any existing physical or mental condition that would prevent you from safely operating the Bike;

d) operate a Bike while carrying any item that impedes your ability to safely operate the Bike;

e) operate a Bike while under the influence of alcohol, drugs, or any other substance that impair your ability to safely operate the Bike;

f) use any cell phone or electronic device, including, but not limited to, for the purposes of phone calls, text messages, music or any other use that distracts you from the safe operation of the Bike;

g) allow any other person to use the Bike at the same time as you, or allow more than one person to be carried on the Bike;

h) overfill the Bike basket or place objects weighing in total more 9 kilograms (20 pounds) in the Bike basket;

i) violate any applicable law while using a Bike;

j) operate or use a Bike in any manner during adverse weather conditions, including but not limited to hail, snow, dust storms, fog, heavy rains, or lightning storms;

k) ride or operate a Bike that has any defect, fails to operate as a properly functioning bicycle, or that is in need of repair;

l) continue using the Bike if it, or any component of it, should become defective or malfunction;

m) use the Bike for racing (two or more riders competing to arrive at a particular location first), trick riding, jumping, stunt riding and/or off-road riding;

n) use the Bike for any commercial purposes;

o) tow, pull, carry or push any person or object with a Bike;

p) remove, modify, or add any accessories, parts or components of any Bike; and/or

q) ride the Bike without paying applicable user fees at the time they become due.

5.4 RENTAL PLANS.

a) You may purchase from HOPR any of the following rental plans for the use of a Bike at the following rate structures (each a “Rental Plan”):

i. Pay Per Ride Plan – cost of $1 to begin using a Bike, followed by $0.15 per minute of use;

ii. 30 Day Student/ Staff/ Faculty Plan (must have a valid UBC email address) – cost of $15 per month for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use;

iii. 30 Day Residents Plan (must have a UBC postal code) – cost of $15 per month for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use;

iv. 30 Day Visitor Plan – cost of $25 per month for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use;

v. Annual Student/ Staff/ Faculty Plan (must have a valid UBC email address) – cost of $89 per 365 days for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use;

vi. Annual Residents Plan (must have a UBC postal code) – cost of $89 per 365 days for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use; or

vii. Annual Visitors Plan – cost of $129 per 365 days for 60 minutes of riding time per day. Each day that exceeds sixty (60) minutes in duration will be charged an additional $0.10 per minute of use.

b) Auto-Renewal Options – All Rental Plans will automatically renew unless cancelled, with the exception of the Pay Per Ride Plan. To cancel your Rental Plan, login to your Account on the HOPR Application. If you cancel your membership, your Account will be maintained. HOPR offers refunds under limited circumstances.

c) Unused Rental Time – Unused rental time under a Rental Plan cannot be carried over from one day to another day, or from one month to another.

d) If you fail to return a Bike that you have rented to an Approved Location (as defined below in section 5.5) within sixteen (16) hours of the start of a rental period, HOPR may deem the Bike to be stolen and may charge you a fee in accordance with section 5.10.

e) Non-transferable – Rental Plans are non-transferable and cannot be shared with any other person. Rental of Bikes is restricted to the applicable user Account holder.

5.5 APPROVED LOCATIONS. Bike rental trips must begin and end at one of the following locations:

a) HOPR Pond – a designated station depicted on one or more of the Applications and if available, on the station map posted at each such station; or

b) a location that meets all of the following conditions:

i. is situated within the HOPR service area designated on the most up-to-date map posted on one or more of the Applications (“Service Area”); and

ii. is not situated in any of the following areas:

A. within 2 meters of any pedestrian travel area;

B. within 0.3 meters of the edge of any curve;

C. within 4 meters of the entrance to any building or any vendor space;

D. any designated no-parking area;

E. any no-parking area described in an Application;

F. any bus zone, loading zone, taxi zone, police vehicle zone, excursion loading zone (i.e., tour bus), or hotel loading zone;

G. within 4 meters of any fire hydrant;

H. within 2.5 meters of any driveway or access lane;

I. on any roadway;

J. within the sight line triangle of road users at any intersection; and

K. in any manner that obstructs utility access openings, garbage bins, doorways or any other access to any buildings,

L. restricted zones (“Restricted Zone”) on the most up-to-date map posted on one or more of the Applications

         (each, an “Approved Location”).

Any Bike left outside an Approved Location will be considered stolen, with fees charged in accordance with section 5.8, 5.9 and 5.10.

5.6 SMART LOCK DEVICES.  Bikes may be equipped with smart lock devices having antennas that should, to the extent possible, remain at least 20 cm away from individuals.  The antenna on these devices must not be co-located or operated in conjunction with any other antenna or transmitter. You agree that you will not make any changes or modifications to the smart lock device on any Bikes (including antennas), and you will promptly inform HOPR or any concerns you have with the smart lock devices.

5.7 LOST AND FOUND POLICY.  HOPR is not responsible for any loss of or damage to any of your property or the property of others left at any time in or on any Bike or on HOPR’s premises, even if it is in HOPR’s possession and regardless of who is at fault. HOPR has no obligation whatsoever to (i) contact you regarding lost items belonging to you or any other person, (ii) remove a Bike from service due to loss of property, or (iii) search any Bike for lost property.

5.8 PARKING FEES AND CREDIT. HOPR may charge you additional fees or provide credit to your Account in accordance to situations and amounts outlined immediately below:

a) $0 fee – parking within a designated HOPR Pond as per section 5.5

b) $2 fee – parking outside of a designated HOPR Pond as per section 5.5

c) $20 fee – parking inside of a designated Restricted Zone as per section 5.5.

d) $20 fee – parking outside of the HOPR Service Area

e) $1 credit – starting a ride with a bike from a location that is not an Approved Location as per section 5.5 and parking the bike in a HOPR Pond

5.9 REPAIR AND CLEANING FEES. If HOPR determines in its sole discretion that a Bike is damaged, beyond regular wear and tear, during your rental period of such Bike, or becomes dirty during your use and is in need of cleaning, you shall be charged, and shall promptly pay, a non-refundable fee that is equal to the full cost of repairing such damage and/or cleaning the Bike.

5.10 LOST OR STOLEN BIKE FEE. HOPR may charge you the Bike’s full replacement cost of up to $1,000 if: (i) you leave a Bike unlocked or unattended and it is stolen; (ii) a Bike is lost or stolen through your fault as determined by HOPR in its sole discretion; or (iii) a Bike is not returned to an Approved Location within the maximum rental time set out in subsection 5.4(d).  Any charge owing or paid pursuant to this section 5.10 is non-refundable.

5.11 VIOLATIONS. You are, and shall be, fully and completely responsible, and shall indemnify HOPR, for all tickets and fees assessed against you and/or the Bike during your rental period of the Bike or as a result of the location where you park or otherwise leave the Bike. You are fully responsible for all tickets and moving violations incurred during your Bike rental period, including those resulting from any of your illegal use (including parking) of a Bike. You agree to fully reimburse HOPR and applicable Third Party Providers for all costs, fees, expenses and legal fees incurred for processing, pursuing and/or defending any such claims.

5.12 ACCOUNT SUSPENSIONS. HOPR reserves the right to suspend or cancel your Account without notice if you breach any provision of this Agreement. If your Account is suspended, you may have to pay a $10 reinstatement fee to reactivate your Account once a resolution has been reached.

5.13 SERVICE LIMITATIONS. You hereby acknowledge and agree that from and after the date that HOPR makes Bikes available to the public for rental, HOPR may, in its sole discretion: suspend all or part of its Bike rental program at any time; relocate Bike rental stations; reduce the number of Bikes available for rent; and/or otherwise operate its Bike rental program in its sole discretion. You further acknowledge that HOPR may suspend the availability of Bikes during adverse weather conditions, or may be required to suspend the rental of Bikes by the city or applicable jurisdiction in which the Bikes are located. You shall not be entitled to a refund of any fees for unused rental periods unless HOPR’s Bike rental service has been suspended for a total of more than thirty (30) days over the course of a twelve (12) month period. HOPR does not represent or warrant that Bikes will be available for rental at any Bike rental station at any time. HOPR may, in its sole discretion, require the return of all or a portion of its Bikes at any time.

5.14 RENTAL OF MULTIPLE BIKES. Subject to program requirements and availability, you may rent up to four (4) Bikes at the same time on your Account. If you elect to rent multiple Bikes at the same time, you agree to rent the first Bike for your own use and to make subsequent Bikes available to additional riders. Prior to riding, all additional riders renting a Bike under your Account must review and accept the full terms of this Agreement, except such requirements outlined herein to create an Account. You further acknowledge and agree that: (a) you are fully responsible for each Bike rented under your Account; (b) you are fully responsible for ensuring that any individual operating or using a Bike rented under your Account reads, understands and complies fully with this Agreement, except such requirements outlined herein to create an Account; (c) you are fully and completely responsible and liable for all Claims (as defined below in section 8.1) arising from or related to all additional riders’ use of Bike(s) rented under your Account; and (d) you expressly indemnify HOPR, and hold it harmless, for any and all harm to person or property resulting from the rental of Bike(s) for additional rider(s) under your Account.

6. PAYMENT

6.1 GENERAL.

a) Charges – You acknowledge that your use of the Services may result in charges to you for the services or goods you receive (“Charges“). Charges will be inclusive of applicable taxes where required by law. Charges may include other applicable fees, tolls, and/or surcharges including a booking fee, municipal tolls, airport surcharges or processing fees as may be applied by Third Party Providers.

b) Changes – As between you and HOPR, HOPR reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in HOPR’s sole discretion. Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. HOPR will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. HOPR may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you.

c) Cancellation – You may elect to cancel your request for Services at any time prior to the commencement of such Services, in which case you may be charged a cancellation fee.

d) Use of Charges – HOPR may use the proceeds of any Charges for any purpose, subject to any payment obligations it has agreed to with any Third Party Providers and/or other third parties.

e) Charges Owed to Third Party Providers – In certain cases, with respect to certain Third Party Providers, Charges you incur will be owed directly to Third Party Providers, and HOPR will collect payment of those charges from you, on the Third Party Provider’s behalf as their limited payment collection agent.  In such cases, payment of the Charges shall be considered the same as payment made directly by you to the Third Party Provider. This payment structure is intended to fully compensate such applicable Third Party Provider for the services or goods obtained in connection with your use of the Services. In all other cases, Charges you incur shall be owed and paid directly to HOPR.

6.2 CREDIT CARDS. You represent and warrant to HOPR that you are authorized to use the Credit Card provided under section 4.1 to register for an Account. You hereby authorize HOPR to charge the Credit Card for all costs (including fees, expenses and tickets) incurred by you under this Agreement, including under sections 5.8, 5.9 and 5.10, and all such costs are subject to applicable taxes and other local government charges, which may be charged and collected by HOPR. In the event that the Credit Card is

declined for any reason, HOPR may suspend any and/or all of your Rental Plans and your ability to use any Bikes until all of your prior charges are paid in full and you have paid a $10.00 reinstatement fee (unless expressly waived by HOPR). Charges paid by you are final and non-refundable, unless otherwise determined by HOPR in its sole discretion.

6.3 THIRD PARTY PAYMENT PROCESSOR.

a) Processor – HOPR may, in its sole discretion, use a third party payment processing company

(“Processor”) to collect payments, fees, expenses and other costs owing under this Agreement. In collecting such costs, the Processor may process your Credit Card transactions and obtain personal information from you.

b) Server in United States – The Processor may provide some or all of its services from systems located within the United States. As such, your Credit Card data (“Card Data”) and personal information may be transferred, processed and stored outside of Canada on servers located in the United States, and may be subject to disclosure as required by applicable laws, such as the provision of information such as your name, Credit Card type, expiration date, and the last four digits of your Credit Card number. Unless otherwise indicated to you by HOPR, this information will only be used to make single payment requests or to register you for an ongoing membership plan that requires automatic payments in the future.

c) Your Consent – If you object to your personal information and/or Card Data being processed and stored in the manner provided in this Agreement, you cannot use the Services. By registering for the Services in accordance with this Agreement and providing valid payment, you expressly consent to HOPR’s use and disclosure of your personal information and Card Data in the manner described in this Agreement, including in this section 6.3.  The processing of payments or credits, as applicable, in connection with your use of the Services shall be subject to the terms, conditions, and privacy policies of the Processor and your Credit Card issuer in addition to this Agreement.

d) HOPR – HOPR is not responsible in any way for any errors by the Processor or by your Credit Card issuer.

7. DISCLAIMERS & LIMITATION OF LIABILITY

7.1 DISCLAIMER.

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAWS, YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, THE USE OF SERVICES PURSUANT TO YOUR ACCOUNT, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, INCLUDING ANY HOPR BIKES, REMAINS SOLELY WITH YOU. 

YOU FURTHER SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE SERVICES, INCLUDING THE BIKES, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

TO THE FULLEST EXTENT PERMITTED BY LAW, HOPR DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THE AGREEMENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, HOPR MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. HOPR DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS OR ANY SERVICES OR GOODS WHATSOEVER PROVIDED BY THIRD PARTY PROVIDERS. 

7.2 LIMITATION OF LIABILITY.

HOPR SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, AND/OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE OR CONCURRENT) OF HOPR, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

HOPR SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF:

i. YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES;

ii. ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF HOPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;

iii. YOUR BREACH OF ANY PROVISION OF THIS AGREEMENT, OR YOUR VIOLATION OF ANY LAW;

iv. ANY NEGLIGENCE, MISCONDUCT, OR OTHER ACTION OR INACTION BY YOU OR BY HOPR OR ANY OF ITS THIRD PARTY PROVIDERS; OR

v. YOUR FAILURE TO WEAR APPROPRIATE PROTECTIVE GEAR AND CLOTHING WHILE USING A BIKE, OR THE FAILURE OF SUCH PROTECTIVE GEAR OR CLOTHING TO PREVENT ANY DEATH OR INJURY.

HOPR SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND HOPR’S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS PROVIDING SERVICES MAY OFFER RIDESHARING OR PEER-TO-PEER TRANSPORTATION SERVICES AND MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED. THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT HOPR HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THE AGREEMENT. 

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION 7 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, HOPR’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON HOPR’S CHOICE OF LAW PROVISION SET FORTH BELOW.

8. INDEMNIFICATION

8.1 YOUR INDEMNIFICATION OBLIGATIONS. You agree, without limitation, to indemnify and hold the University of British Columbia, City of Vancouver, HOPR and Third Party Providers, and each of their officers, directors, employees, and agents, harmless from any and all claims, demands, losses, liabilities, and expenses (including legal fees), whether direct or indirect, including consequential, exemplary, incidental, special and punitive damages, and lost profits, arising out of or in connection with or otherwise relating to this Agreement, including, but not limited to:

1. your breach of any representations, warranties or covenants set forth in this Agreement, and the rental, maintenance, design, use or operation of any of the Services, even where caused in whole or in part by the negligence of HOPR, Third Party Providers and/or others, whether currently known or unknown;

b) your use of any of the Services;

c) HOPR or any Third Party Provider’s use of any of your User Content; and/or

d) your violation of the rights of any third party, including Third Party Providers, (collectively, “Claims”),

8.2 SETTLEMENTS. At HOPR’s option, you will assume control of the defense and settlement of any and all Claims subject to indemnification by you (provided that, in such event, HOPR may at any time elect to take over control of the defense and settlement of any such claim). In no event may you settle any such Claims without HOPR’s prior written consent.

8.3 THIRD PARTY CLAIMS. If your conduct causes HOPR to pay any third parties’ Claims, you are solely responsible to HOPR for all the costs, fees, expenses and losses incurred by HOPR after HOPR undertakes monetary and other obligations to such third parties. 

9. DISPUTE RESOLUTION

9.1 ARBITRATION. You hereby agree that HOPR, at its sole discretion, may submit any disputes whatsoever arising out of, resulting from, and/or relating to this Agreement, your use of any of the Services, including the a Bike, to final and binding arbitration in accordance with the rules and procedures set out in the Arbitration Act (British Columbia).  In the event that HOPR submits such dispute to arbitration, then such arbitration shall be mandatory and binding on the parties. Such proceeding shall be held in the City of Vancouver or at the University of British Columbia. All arbitration proceedings will be conducted in the English language. In addition, unless HOPR agrees otherwise in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and HOPR each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

SHOULD HOPR NOT ELECT TO SUBMIT ANY DISPUTE OR CLAIM TO ARBITRATION, TO THE MAXIMUM EXTENT PERMITTED BY LAW, HOPR AND YOU EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LITIGATION OR TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE ARISING OUT OF OR WITH RESPECT TO THIS AGREEMENT OR YOUR USE OF THE SERVICES, INCLUDING THE BIKES AND HOPR’S WEBSITE.

9.2 CONFIDENTIALITY. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. You agree to maintain confidentiality unless otherwise required by law. This section 9.2 shall not prevent a party from submitting to a court of law any information necessary to enforce article 9, to enforce an arbitration award, and/or to seek injunctive or equitable relief. 

9.3 SURVIVAL. This article 9 shall survive the termination of this Agreement.

10. TERMINATION

10.1 RIGHT TO TERMINATE.

a) HOPR may, in its sole discretion, immediately terminate the Agreement or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.  You waive all claims, causes of actions, expenses, and/or damages connected and/or related to any such termination. You shall not be entitled to a refund of any amount paid for unused rental periods if this Agreement is terminated for cause. 

b) You may terminate your Rental Plan at any time provided, however, that no refund will be provided by HOPR for time already used or not used by you at the time of your termination of your Rental Plan.

10.2 DISCLOSURE OF INFORMATION. If you cease using the Services, unless otherwise stipulated by law, HOPR shall have no obligation to disclose or otherwise provide any information in your Account to you or to any third party you designate. If you cease using the Services, HOPR may, in its sole discretion and subject to its privacy policy, decided to retain all or any of the information that you have provided during your use of the Services or that HOPR has collected regarding your use of the Services, unless prohibited by law. 

11. COPYRIGHT POLICY

11.1 VIOLATION OF RIGHTS; SUSPENSION OF ACCOUNT. HOPR respects the intellectual property rights of others and expect users of the Services to do the same. In appropriate circumstances as determined by HOPR in its sole discretion, HOPR may terminate and/or disable the Accounts of users suspected of infringing, or having infringed, the copyrights and/or other intellectual property rights of others. Additionally, in appropriate circumstances and in HOPR’s sole discretion, HOPR may remove or disable access to material on any of HOPR’s websites or hosted on HOPR’s system(s) that may be infringing or the subject of infringing activity.

11.2 REPORTING INFRINGEMENT CLAIMS. Claims of copyright infringement should be sent to HOPR’s designated agent, at the following email address: [email protected].

12. MISCELLANEOUS

12.1 RULES OF CONSTRUCTION. The following rules apply to the interpretation of the Agreement:

a) Unless stated otherwise, any reference to an article, section or subsection means the appropriate part of these Terms of Use.

b) All headings in these Terms of Use have been inserted as a matter of convenience and for reference only, and in no way define, limit, enlarge, modify or explain the scope or meaning of these Terms of Use or any of its provisions.

c) A word in the singular form may be read in the plural form if the context allows it and a word in the plural form may be read in the singular form if the context allows it.  All genders are included in any gender expressed.

d) The words “include”, “includes” and “including” are to be read as if they are followed by the phrase “without limitation”.

e) If a party is comprised of more than one person, then all covenants and agreements of that party are joint and several.

f) Any reference to a statute means that statute, and any regulations made under it, all as amended or replaced from time to time.

12.2 CHOICE OF LAW. The Agreement is governed by and construed in accordance with the laws of the Province of British Columbia without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region. You agree that, to the extent applicable and expressly subject to the dispute resolution procedures set out in article 9, to submit to the exclusive jurisdiction of the applicable courts located in Vancouver, British Columbia in the limited circumstances where the terms of this Agreement permit litigation in court. The foregoing choice of law and forum selection provisions do not apply to the arbitration clause in article 9 or to any arbitrable disputes as defined therein. Instead, as described in article 9, the Arbitration Act (British Columbia) shall apply to any such disputes.

12.3 NOTICE. HOPR may give notice by means of a general notice on the Services, electronic mail to your email address associated with your Account, telephone or text message to any phone number provided in connection with your Account, or by written communication sent by mail or pre-paid post to any address connected with your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to HOPR, with such notice deemed given when received by HOPR, at any time by sending an email with your name from the email account associated with your Account to [email protected].   

12.4 ASSIGNMENT. You may not assign this Agreement without HOPR’s prior written approval, which HOPR may withhold in its sole discretion. HOPR may assign this Agreement without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of HOPR’s equity, business or assets; or (iii) a successor by merger. Any purported assignment by you in violation of this section 12.4 shall be void and of no force or effect. 

12.5 RELATIONSHIP OF PARTIES. No joint venture, partnership, employment, or agency relationship exists between you, HOPR and/or any Third Party Provider as a result of this Agreement or use of any of the Services. 

12.6 ENTIRE AGREEMENT & SEVERABILITY. This Agreement, any applicable privacy policies, and any additional terms and conditions that HOPR or any Third Party Provider provide to you in connection with the Services and/or this Agreement, constitute the sole and entire agreement between you and HOPR regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

12.7 NO WAIVER. No waiver by HOPR of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by HOPR to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision. HOPR’s failure to enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision unless acknowledged and agreed to by HOPR in writing. 

12.8 SURVIVAL. All provisions of this Agreement relating to limitation and exclusion of liability, waivers, assumption of risk, warranties and indemnification obligations shall survive the termination of this Agreement, and all amounts unpaid at the time of termination or expiration of this Agreement shall remain due and payable until paid in full.