Off Road Xperience, LLC
6330 Oak Valley Drive, Cumming, Georgia, United States
[email protected] · headzupoffroad.com
Version 2.0 · Effective August 29, 2026 · Supersedes the terms dated May 1, 2025
READ THIS FIRST
HeadzUp is an awareness product. It is not a safety system. It tells you that another equipped vehicle is nearby. It does not prevent collisions, it does not avoid collisions, it does not protect you, and it does not make off-road riding safe. Off-road riding is dangerous, and it stays dangerous with HeadzUp running. You remain entirely responsible for how you ride.
Section 5 describes exactly what this product cannot do. Read it.
Section 27 requires most disputes to be resolved by individual binding arbitration and waives your right to a jury trial and to participate in a class action. You may opt out within 30 days — section 27.8 tells you how.
Part A — Terms for every user
Part B — Rider terms
Part C — Park operator and staff terms
Part D — Legal terms
Schedules
1.1 This End User License Agreement and Terms of Service (the "Agreement") is a binding contract between you and Off Road Xperience, LLC, a Georgia limited liability company ("ORX", "HeadzUp", "we", "us", "our").
1.2 It applies to the whole HeadzUp system: the rider app, the Rider Unit and its firmware, the park mesh, the park dashboard, Park Mode, the message broker, headzupoffroad.com, Trail Mapper, the provisioning and flashing tools, the public API and integrations, our support material, and any pilot, demonstration or validation program we run — whether live today or added later.
1.3 You accept it by tapping "I Agree" in the app, by creating an account, by signing in, by using a Rider Unit, by using the dashboard, or by using any other part of the system. If you do not agree, do not use HeadzUp.
1.4 Order of precedence. If a separate signed agreement exists between you (or your park) and ORX and it conflicts with this Agreement, the signed agreement wins for that conflict only. Event-specific documents you sign at a demonstration — waivers, media releases, confidentiality agreements — are separate contracts and stand on their own. Otherwise this Agreement, together with the Privacy Policy and any schedule referenced here, is the whole agreement.
1.5 The Privacy Policy is incorporated by reference. It is not a mere notice — accepting this Agreement means you have read it.
3.1 You must be at least 18 years old to create a HeadzUp account, hold a Subscription, or accept this Agreement.
3.2 Riders under 18 may use HeadzUp only under an account held by their parent or legal guardian. That adult accepts this Agreement on the minor's behalf, is responsible for the minor's use of the Service, and is responsible for everything done through the account. If you are that adult: you are agreeing to sections 23, 25 and 27 on behalf of yourself and the minor, to the fullest extent the law allows.
3.3 You must be legally permitted to operate an off-road vehicle where you are riding, and you must meet the park's own age, licensing, supervision and equipment rules. Nothing here overrides them.
3.4 You must not be located in a country subject to a US Government embargo or designated by the US Government as a "terrorist supporting" country, and you must not be on any US Government list of prohibited or restricted parties.
3.5 We may refuse the Service to anyone, at any time, for any lawful reason.
4.1 Give us accurate information at sign-up and keep it current. An account is for one person. Do not share credentials, and do not let anyone else sign in as you.
4.2 You are responsible for everything that happens under your account. Tell us immediately at [email protected] if you believe it has been compromised.
4.3 Rider accounts, park staff accounts and administrator accounts are distinct. Holding one does not entitle you to another.
4.4 Accounts issued for a pilot, demonstration or evaluation are provisioned by us or by park staff and may be deactivated when that program ends.
4.5 Your username is visible to other riders and to park staff. Choose accordingly.
This is the most important section in this Agreement.
5.1 What it does. When you are riding with a working Rider Unit and a working phone, the App raises a vehicle proximity alert when another equipped rider is near you and closing. That is the whole of it. It is an awareness aid: extra information, delivered a moment sooner than your eyes and ears might have delivered it.
5.2 What it does not do. HeadzUp does not:
5.3 HeadzUp is not a safety system and does not guarantee accident prevention. No feature name, marketing statement, demonstration, support article or conversation with anyone — including our own staff or park staff — modifies this section. If something you read or heard elsewhere conflicts with section 5, section 5 governs.
5.4 Everything it depends on, and every way it can fail. The Service depends on a chain of things that break in the real world. Any one of these will degrade or completely disable alerting:
5.5 You remain in control and responsible. You must ride within your ability and within the park's rules, keep your eyes up, maintain a safe speed and following distance, and operate as if HeadzUp were not running. Never rely on HeadzUp to tell you a trail is clear. The absence of an alert means nothing.
5.6 Do not operate your phone while riding. Alerts are designed to be heard and to clear on their own precisely so that you do not need to touch the screen. Reading, typing, dictating or interacting with the App while your vehicle is moving is dangerous and, in many places, illegal. Stop first.
5.7 SOS and incident reporting is not an emergency service. It notifies park staff and nearby riders who happen to be equipped and in range. It does not contact 911 or any emergency service, it is not monitored 24/7, and it may not be delivered at all. In an emergency, call emergency services.
6.1 Subject to this Agreement, we grant you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable licence to install and use the App on devices you own or control, and to access the other parts of the Service you have been authorised for, solely for their intended purpose.
6.2 We reserve everything else. The Service, its software, protocols, wire formats, designs, firmware configuration profiles, documentation, trade marks and look and feel are owned by ORX or its licensors and are protected by copyright, trade mark, trade secret and other laws. This is a licence, not a sale of the software. Buying a Rider Unit gives you the hardware; it does not give you rights in the software.
6.3 You may not, except where a law gives you a right that cannot be excluded by contract: copy, modify, translate or create derivative works of the software; reverse engineer, decompile or disassemble it; extract, reimplement or reuse our proprietary wire formats or protocols; remove or obscure any proprietary notice; rent, lease, lend, sell, sublicense or distribute it; or use it to build a competing product.
6.4 Feedback. If you send us ideas, suggestions or bug reports, we may use them without restriction, obligation or payment. You are not obliged to send us anything.
6.5 Open-source components carry their own licences, which prevail over this section for those components. See Schedule 3.
You must not, and must not let anyone else:
7.1 Interfere with the mesh or the Service — jam, flood, spoof, replay, degrade, or attempt to disrupt radio traffic, the broker, the dashboard, or any other rider's alerts.
7.2 Falsify data — spoof your position, transmit a position that is not yours, impersonate another rider, unit or park, or misrepresent your identity.
7.3 Raise a false SOS or incident report. A false SOS diverts staff from someone who actually needs them. It is grounds for immediate termination and, depending on where you are, a criminal offence.
7.4 Use the Service to track, follow, stalk, harass, threaten or surveil another person, whether they consented to be on the mesh for safety reasons or not. Another rider's position is shared so that you both get an alert — not so you can find them.
7.5 Harass, abuse, threaten, defame or spam through messaging, broadcasts, meetups or incident reports, or send anything unlawful, obscene or discriminatory.
7.6 Bypass access controls — circumvent authentication, subscription gating, park scoping, rate limits, API-key scoping, or the broker's access lists; access a park, account or unit you are not authorised for; or share credentials, API keys or invite links with anyone else.
7.7 Scrape, harvest or bulk-extract data from the Service, or use automated means against it beyond the documented API within your authorised scope.
7.8 Resell or commercialise the Service, its data or its output without our written agreement.
7.9 Modify or tamper with the Rider Unit — see sections 12.6 and 15.
7.10 Violate the park's rules, any law, or any third party's rights while using the Service.
7.11 Test, probe or scan the Service for vulnerabilities without our prior written permission. We welcome good-faith security research — write to [email protected] first and we will agree scope in writing.
8.1 You keep ownership of your Content.
8.2 You grant us a worldwide, non-exclusive, royalty-free licence to host, store, transmit, display, reproduce and process your Content solely to operate, secure and support the Service, including delivering it to the riders, groups, parks and staff you addressed it to. This licence ends when the Content is deleted, except for copies already delivered to recipients, retained in backups until they cycle, or retained where section 8.5 applies.
8.3 You are responsible for your Content. Do not send anything you do not have the right to send.
8.4 We do not routinely monitor Content, and we do not review messages before they are delivered. We may remove Content that violates this Agreement, and we may act on reports about it.
8.5 We may retain and disclose Content where we reasonably believe it is necessary to comply with law, respond to a lawful request, enforce this Agreement, investigate an incident, or protect the rights, property or safety of any person.
8.6 Message privacy, stated honestly. Rider-to-rider direct messages are deliberately not displayed to park staff. They are not end-to-end encrypted, they transit our broker, and a party holding a park's broker credentials could in principle read them. Tightened per-device credentials are on our roadmap. Until then, treat direct messages as private-from-staff, not as secret.
9.1 The Privacy Policy explains what we collect, why, who sees it and how long we keep it. It is part of this Agreement.
9.2 You acknowledge specifically that: while a ride is active, your precise location is transmitted continuously, including in the background with the screen off; the park you select can see where you are in real time; other riders in radio range receive your position; and turning any of that off means turning the product off.
10.1 The Service is provided as-is and as-available. We do not promise uptime, and we do not promise the Service will be available at any particular time or place.
10.2 We may change, suspend or discontinue any part of the Service, including individual features. Where a change materially reduces functionality you paid for, section 16.7 applies.
10.3 Updates. The App, the firmware and the Service are updated. Some updates are mandatory — particularly ones affecting alerting behaviour — and an out-of-date version may stop working. Keep your App and your Rider Unit updated. Running an outdated version is at your own risk.
10.4 We may run beta, pilot or preview features. They are experimental, may be withdrawn without notice, and are provided with no warranty at all.
11.1 Before every ride: confirm your Rider Unit is powered and paired; confirm the correct park is selected; confirm your phone has charge, its volume is up and Do Not Disturb bypass is granted; confirm the App shows you are ready to ride. The App's start-of-ride checks exist because each of these has failed for a real rider.
11.2 Selecting the wrong park means your messages, reports and position go to the wrong office — or nowhere. Check the park name shown in the App.
11.3 Solo Ride (no park selected) means nothing is published to any park. You get rider-to-rider awareness over the radio only.
11.4 Mount your phone and your Rider Unit securely. A loose device is a projectile and a distraction. Do not mount anything where it obstructs controls, your view, or a safety component of the vehicle.
11.5 Wear your gear. HeadzUp does not replace a helmet, goggles, boots, or anything else the park or the law requires.
Applies where you purchased a Rider Unit outright from ORX or an authorised reseller.
12.1 Title to the hardware passes to you on full payment. The firmware and configuration on it remain licensed, not sold (section 6 and Schedule 3).
12.2 Limited hardware warranty. We warrant to the original purchaser that the Rider Unit will be free from defects in materials and workmanship, under normal use, for one (1) year from the date of delivery.
12.3 Your exclusive remedy under the limited warranty, and our entire liability under it, is — at our option — repair, replacement with a new or refurbished unit of equivalent function, or a refund of the purchase price. To claim, contact [email protected] with proof of purchase. Do not return anything until we have issued a return authorisation.
12.4 The limited warranty does not cover damage from accident, crash, water, mud, submersion, impact, vibration beyond intended use, improper mounting or installation, unauthorised repair or modification, use with a non-approved power source or antenna, normal wear, cosmetic damage, or consumable parts including batteries after their normal service life.
12.5 Beyond the limited warranty, the hardware is provided as-is. Where the law does not permit disclaiming implied warranties, any implied warranty is limited in duration to the limited warranty period. Some states do not allow limits on how long an implied warranty lasts, so that limit may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.
12.6 Do not open, modify or repair the unit. The case is sealed. Opening it, replacing the antenna, changing the radio configuration, flashing unapproved firmware, or altering the region or transmit settings voids the warranty, may put the unit out of regulatory compliance (section 15), and may stop it working on the park mesh.
12.7 Battery safety. The unit contains a lithium battery. Do not puncture, crush, incinerate, short-circuit, expose to temperatures outside the documented range, or charge it unattended or with a non-approved charger. Stop using and safely isolate any unit that is swollen, damaged, leaking or unusually hot. Dispose of it in accordance with local regulations — not in household waste.
12.8 A unit you own still needs park provisioning. A Rider Unit must carry the mesh key of the park you are riding at to participate in that park's mesh. Parks manage their own keys.
Applies where a Park Operator issues you a unit at check-in.
13.1 You do not own it. Title stays with the Park Operator (or with ORX, where the park holds it under an agreement with us). You have possession for the period of your visit, on the terms the park sets.
13.2 The park's own rental, deposit, damage, loss and return terms apply and are between you and the park. We are not a party to them and do not set them.
13.3 Return the unit at the end of your visit, in the condition you received it, less fair wear. You are responsible to the park for loss or damage on the park's terms.
13.4 Do not open, modify, reconfigure, reflash or attempt to keep a loaner unit. Sections 12.6, 12.7 and 15 apply to a borrowed unit exactly as they do to one you own.
13.5 Report a fault immediately to park staff. Riding with a unit you know is faulty means riding with no awareness function at all — and, worse, other riders may assume you have one.
14.1 We may, now or in future, support radios we did not make — for example third-party Meshtastic-compatible nodes.
14.2 A third-party radio is provided by its own manufacturer, not by us. We give no warranty of any kind for it, no assurance that it will work, keep working, or perform equivalently, and no support obligation for the device itself.
14.3 You are responsible for that device's regulatory compliance, its firmware, its battery, its mounting and its configuration.
14.4 We may add, change or withdraw support for any third-party device at any time.
15.1 The Rider Unit contains a radio transmitter operating in a licence-exempt band.
15.2 United States — FCC. This device complies with Part 15 of the FCC Rules. Operation is subject to the following two conditions: (1) this device may not cause harmful interference, and (2) this device must accept any interference received, including interference that may cause undesired operation. Changes or modifications not expressly approved by ORX could void your authority to operate the equipment.
15.3 Canada — ISED. This device contains licence-exempt transmitter(s)/receiver(s) that comply with Innovation, Science and Economic Development Canada's licence-exempt RSS(s). Operation is subject to the following two conditions: (1) this device may not cause interference, and (2) this device must accept any interference, including interference that may cause undesired operation.
15.4 You must operate the unit in the correct regulatory region setting for where you are. The region governs frequency and transmit power. Operating on the wrong region setting may be unlawful. Units we provision are set correctly; do not change it.
15.5 Do not modify the radio, its antenna, or its transmit configuration. Do not use it outside the country it was provisioned for without checking local rules first. Radio regulations differ by country, and a unit that is lawful in one is not automatically lawful in another.
15.6 It is your responsibility to comply with all laws applicable to radio equipment, vehicle equipment and mobile device use where you ride.
16.1 Where billing happens. Subscriptions are purchased and managed on our website, not in the App. The App contains no payment functionality. Where an app store requires in-app purchase for a particular offering, that store's own billing and refund rules apply to it instead of this section.
16.2 Plans. We offer day, season, family and club/fleet plans. What each includes, and its price, are shown at the point of purchase and are what govern — not any description elsewhere.
16.3 Payment processing. Payments are handled by a third-party payment processor. We do not receive or store your full card number. You authorise us and our processor to charge your payment method for the plan you selected, plus applicable taxes.
16.4 Auto-renewal. Recurring plans renew automatically at the then-current price at the end of each term, until cancelled. You may cancel at any time through your account on the website; cancellation takes effect at the end of the current term, and you keep access until then.
16.5 Refunds. Except where the law or an app store's policy requires otherwise, payments are non-refundable and there are no refunds or credits for partial periods, unused time, or periods during which you did not ride. We may issue a refund at our discretion; doing so once does not oblige us to do it again.
16.6 Price changes. We may change prices. A change to a recurring plan takes effect at your next renewal, and we will give you at least 30 days' notice by email first. If you do not want the new price, cancel before it takes effect.
16.7 If we materially reduce the functionality of a plan you have already paid for, and you tell us within 30 days, we will refund the unused portion of that term on a pro-rata basis. That is your sole remedy for such a change.
16.8 Failed payments. If a payment fails, we may retry it, suspend coverage, or downgrade the account after notice. A subscription in a grace period may show as inactive to park staff.
16.9 Family and fleet plans. The account holder who purchases is responsible for everyone covered by that plan, for their compliance with this Agreement, and for all charges under it. Where riders on the plan are minors, section 3.2 applies to the account holder.
16.10 Coverage is not insurance. Words like "covered" describe access to the Service. HeadzUp is not insurance of any kind, does not indemnify you against loss, and does not pay claims.
16.11 Taxes. Prices exclude taxes unless stated. You are responsible for any tax, duty or levy arising from your purchase other than taxes on our income.
17.1 Park Operators are independent businesses. We do not own, operate, staff, inspect, supervise or control any riding facility.
17.2 The park's rules, waivers, trail conditions, marshalling, first-aid provision, staffing, equipment handling and emergency response are the park's responsibility, not ours. Whether a park watches its dashboard, and what it does about what it sees, is up to the park.
17.3 The park has its own agreement with you. Where the park's terms conflict with this Agreement, the park's terms govern your relationship with the park, and this Agreement governs your relationship with us.
17.4 We are not liable for a park's acts or omissions, and a park is not authorised to make promises about HeadzUp on our behalf.
Part C applies to Park Operators, their staff, club and event organisers, and anyone using the Dashboard, Park Mode, Trail Mapper, the provisioning tools, the public API or an administrator account. Parts A and D apply to you as well.
19.1 Authorised users only. Issue accounts only to people who need them, at the lowest role that works. Do not share credentials, invite links or API keys. Remove access promptly when someone leaves.
19.2 Tell your riders. You must give riders clear notice, before they ride, that the system shares their live position with your staff, and make our Privacy Policy and this Agreement available to them. Where the law requires consent, you must obtain it.
19.3 Use the data for park operations only — site awareness, rider-to-rider alerting, incident response, messaging and trail mapping. Do not use it for marketing without a lawful basis, do not sell it, and do not use it to monitor an individual person outside a legitimate operational reason.
19.4 Do not represent HeadzUp as a safety system. In your signage, staff briefings, marketing, sales material and rider communications, describe it as rider awareness — a system that raises rider-to-rider alerts. Do not claim or imply that it avoids incidents, prevents them, protects riders, or makes your site safe. This obligation is a material term. If we ask you to correct a statement, correct it.
19.5 Keep your own obligations. HeadzUp changes nothing about your duty of care, your supervision, your marshalling, your first aid, your insurance, or your compliance with law. Do not reduce any of them because the dashboard exists.
19.6 Report faults and incidents to us promptly, particularly anything suggesting alerts were not raised or were raised wrongly.
19.7 Mesh keys. You are responsible for keeping your park's mesh key confidential. Anyone holding it can receive your park's radio traffic. Tell us at once if you believe it has leaked.
20.1 You are an independent controller of the rider personal data you see, and you are responsible for handling it lawfully — including notice, lawful basis, security, retention, responding to rider rights requests, and breach notification.
20.2 We are your processor for the Dashboard software we host for you. We process rider data on your documented instructions, keep it confidential, apply the security measures described in our Privacy Policy, assist you with rights requests and breach handling as far as is reasonable, and delete or return data at the end of our engagement, except where law requires us to keep it. Where the GDPR, UK GDPR or a US state law requires a formal data processing addendum, we will enter into one on request.
20.3 What you must not see, and must not try to see. Private rider-to-rider messages and friends-only meetups are deliberately excluded from the Dashboard. Do not attempt to obtain them by any other route, including through broker credentials, an API key, an integration, or the assistant.
20.4 Retention. Configure position history and heat-map retention to what you actually need, and tell your riders what that period is.
20.5 The Park Assistant, where enabled, sends your questions and in-scope park data to a third-party AI provider. Do not paste anything into it that you are not entitled to disclose. You choose whether it is enabled.
21.1 The internal provisioning tool is for ORX use. The park-facing flasher, where provided, is licensed to you solely to update, verify and reset your own units, behind park-admin authentication.
21.2 Do not use either tool on units belonging to another park, on third-party hardware, or to load firmware we have not blessed. Do not extract, share or publish unit keys or key backups.
21.3 Firmware on the Rider Unit is third-party software under the GPL. Schedule 3 sets out the notice you must pass to anyone you hand a unit to. If you sell, rent or lend units to riders, that obligation reaches you.
21.4 A unit that fails verification must not be issued to a rider. The tools fail such a unit deliberately; do not work around it.
22.1 API keys are scoped to specific parks and roles. Keep them secret, rotate them if exposed, and tell us immediately if one leaks.
22.2 You are responsible for anything done with your key, including by an integration you connect.
22.3 Respect documented rate limits. Do not use the API to build a bulk copy of rider data, to resell access, or to route data to a party your riders would not expect.
22.4 The API is versioned but may change. We will give reasonable notice of a breaking change where we can.
23.1 Off-road riding is inherently dangerous. It involves risks of serious injury, permanent disability and death — from terrain, obstacles, weather, equipment failure, your own judgment, and the conduct of other riders. Those risks are not eliminated, reduced or managed by HeadzUp.
23.2 You knowingly and voluntarily assume all of those risks, whether known or unknown, whether or not caused in whole or in part by the acts or omissions of the Released Parties, and whether or not HeadzUp was running, working, or raised an alert.
23.3 Release. To the fullest extent permitted by law, you release, waive, discharge and covenant not to sue Off Road Xperience, LLC and its owners, members, managers, employees, contractors, agents, representatives, affiliates, licensors, suppliers and technology providers (the "Released Parties") from any claim, demand, loss, cost or liability arising out of or relating to your use of HeadzUp or your riding, including any claim that an alert was not raised, was raised late, was raised in error, or was not noticed.
23.4 This release does not apply to liability that cannot be released as a matter of law, including — depending on your jurisdiction — gross negligence, wilful or reckless misconduct, or fraud.
23.5 Where the law allows, you waive the benefit of any statute limiting a general release to claims you know about at the time — including California Civil Code §1542: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
23.6 This section survives termination and binds your heirs, executors, administrators and assigns.
24.1 THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. To the maximum extent permitted by law, the Released Parties disclaim all warranties, express, implied or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, and non-infringement, and any warranty arising from course of dealing, usage or trade practice.
24.2 We specifically do not warrant that the Service will be uninterrupted, timely, secure, error-free, or available in any particular location; that alerts will be raised, accurate, timely or received; that messages will be delivered; that positions will be accurate; that radio range will reach any distance; or that defects will be corrected.
24.3 No advice or information, oral or written, from us, from park staff, or from anyone else creates any warranty not expressly stated here.
24.4 The limited hardware warranty in section 12.2 is the only warranty we give, and it applies only where section 12 applies.
24.5 Some jurisdictions do not allow the exclusion of implied warranties, so some of the above may not apply to you. In that case, such warranties are limited to the minimum duration and extent permitted by law.
25.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE RELEASED PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, USE, OR BUSINESS INTERRUPTION, arising out of or relating to this Agreement or the Service, on any theory of liability, even if advised of the possibility of such damages and even if a limited remedy fails of its essential purpose.
25.2 TOTAL LIABILITY CAP. The Released Parties' total aggregate liability arising out of or relating to this Agreement or the Service will not exceed the greater of (a) the total amounts you paid to ORX in the twelve (12) months immediately before the event giving rise to the claim, or (b) one hundred US dollars (US$100).
25.3 This limitation applies to every kind of claim — contract, tort (including negligence), strict liability, statute, or otherwise — and applies to claims arising from personal injury or death to the fullest extent the law permits.
25.4 Exceptions. Nothing in this Agreement excludes or limits liability that cannot lawfully be excluded or limited, including liability for gross negligence, wilful misconduct or fraud, and — in jurisdictions that do not permit it — liability for death or personal injury caused by negligence. Residents of New Jersey: nothing here limits our liability for our own negligence, and the exclusions above do not apply to you to the extent New Jersey law forbids them.
25.5 Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so some of the above may not apply to you.
25.6 Basis of the bargain. The disclaimers and limitations in sections 23, 24 and 25 are a fundamental part of the agreement between us and reflect a reasonable allocation of risk. The Service is offered at its price, and free of charge in some circumstances, only because of them. If they were not enforceable, we would not offer the Service.
25.7 Time limit. To the extent permitted by law, any claim arising out of or relating to this Agreement or the Service must be brought within one (1) year after it arises, or it is permanently barred.
26.1 You will indemnify, defend and hold harmless the Released Parties from and against any claim, demand, action, loss, liability, damage, cost and expense (including reasonable legal fees) arising out of or relating to: your use of the Service; your Content; your riding; your breach of this Agreement or of any law; your infringement of anyone's rights; and, where you are a Park Operator, your handling of rider data and your representations about HeadzUp.
26.2 We may assume the exclusive defence and control of any matter subject to indemnification by you, at your expense, in which case you will cooperate with us. You will not settle any matter in a way that imposes an obligation or admission on us without our prior written consent.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY DECIDE YOUR CLAIMS.
27.1 Informal resolution first. Before starting an arbitration or a lawsuit, you agree to try to resolve the dispute informally. Send a written notice to [email protected] and to Off Road Xperience, LLC, 6330 Oak Valley Drive, Cumming, Georgia, describing the dispute and the relief you want. We will do the same for a dispute we have with you. Both sides agree to negotiate in good faith for 60 days from receipt of the notice. This is a condition precedent to starting a formal proceeding, and the limitation period in section 25.7 is tolled during it.
27.2 Agreement to arbitrate. If the dispute is not resolved within 60 days, you and ORX agree that any dispute, claim or controversy arising out of or relating to this Agreement, the Service, or the relationship between us — including its formation, interpretation, breach, termination, enforceability, and whether a claim is arbitrable — will be resolved by final and binding individual arbitration, and not in court.
27.3 The arbitration. It will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (or, for a Park Operator or other business, its Commercial Arbitration Rules), as modified by this section. The rules are at adr.org. The Federal Arbitration Act governs the interpretation and enforcement of this section. One arbitrator will decide.
27.4 Where, and how. For consumers, arbitration will take place in the county where you live or, at your election, by telephone, videoconference, or on documents alone. A hearing will be held in person only if the arbitrator determines it is necessary. For businesses, the seat is Forsyth County, Georgia.
27.5 Costs. AAA's fee schedule applies. Where AAA's Consumer Rules require it, we will pay the filing, administration and arbitrator fees beyond the consumer's portion. If the arbitrator finds a claim or a defence was frivolous or brought for an improper purpose, fees may be reallocated under the rules.
27.6 What the arbitrator can do. The arbitrator may award any relief a court could award to you individually, including statutory damages and, where the law provides, attorneys' fees. The arbitrator may not award relief to, or on behalf of, anyone who is not a party. The award is final and binding, and judgment may be entered on it in any court of competent jurisdiction.
27.7 CLASS-ACTION AND JURY WAIVER. YOU AND ORX EACH WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING. Claims must be brought in an individual capacity only. Claims of two or more people may not be joined or consolidated without the written consent of everyone affected.
27.8 YOUR RIGHT TO OPT OUT — 30 DAYS. You may opt out of this entire section 27 (arbitration and the class waiver) by sending written notice within 30 days of first accepting this Agreement, to [email protected] with the subject line "Arbitration Opt-Out", or by post to Off Road Xperience, LLC, 6330 Oak Valley Drive, Cumming, Georgia. The notice must state your name, the email address on your account, and that you are opting out of arbitration. Opting out costs you nothing, affects nothing else in this Agreement, and will not affect your use of the Service in any way. If you opt out, section 27.12 governs your disputes instead.
27.9 Small-claims carve-out. Either of us may bring an individual claim in small-claims court in a court of competent jurisdiction, so long as it stays there and stays individual.
27.10 Injunctive and IP carve-out. Either of us may seek injunctive or other equitable relief in court to stop actual or threatened infringement, misappropriation or violation of intellectual property rights, or unauthorised access to the Service.
27.11 Coordinated filings. If 25 or more similar demands for arbitration are filed against ORX by or with the assistance of the same or coordinated counsel, AAA's mass-arbitration or supplementary rules will apply, and the cases will be processed in staged batches, with the limitation period tolled for unfiled and unbatched claims. Both sides will cooperate in good faith with that process.
27.12 If arbitration does not apply. If you validly opt out, if a court holds this section unenforceable in whole or in part, or if a claim is carved out above, then that claim will be brought exclusively in the state or federal courts located in Forsyth County, Georgia, and you and ORX consent to personal jurisdiction and venue there and waive any objection based on inconvenient forum.
27.13 Severability, with one exception. If any part of this section 27 is held unenforceable, the rest remains in force — except that if the class-action waiver in 27.7 is held unenforceable as to a particular claim, then that claim (and only that claim) will be severed from the arbitration and brought in court under section 27.12, while all other claims stay in arbitration.
27.14 Governing law. This Agreement, and any dispute arising out of it, is governed by the laws of the State of Georgia, excluding its conflict-of-law rules, and by applicable US federal law. The UN Convention on Contracts for the International Sale of Goods does not apply. If you are a consumer resident in a jurisdiction whose mandatory consumer-protection laws give you rights that cannot be contracted away, nothing in this Agreement removes those rights, and you may bring proceedings in your home courts where that law so provides.
27.15 This section survives termination.
28.1 You may stop at any time by deleting the App and closing your account. Cancellation of a Subscription is governed by section 16.4.
28.2 We may suspend or terminate your access, immediately and without notice, if you breach this Agreement, if we reasonably suspect fraud, abuse, a false SOS, interference with the mesh, or a risk to another person's safety, if required by law, or if we discontinue the Service.
28.3 Where the reason is not urgent, we will give you reasonable notice and, where practical, a chance to fix it.
28.4 On termination: your licence ends, you must stop using the Service, and you must return any loaner Rider Unit. Sections 5, 6.2, 6.4, 7, 8.2, 8.5, 9, 12.5–12.7, 15, 17, and all of Part D survive.
28.5 Termination does not entitle you to a refund except as required by law or by section 16.7.
29.1 We may amend this Agreement. The current version is always at headzupoffroad.com/eula, with a version number and effective date.
29.2 For material changes we will give at least 30 days' notice by email or in the App before they take effect. Continuing to use the Service after the effective date means you accept the new version. If you do not accept it, stop using the Service and cancel — and if you had a paid term running, tell us within 30 days and we will refund its unused portion.
29.3 Changes to section 27 (arbitration) do not apply retroactively to a dispute of which we had notice before the change, and a change to section 27 gives you a fresh 30-day opt-out right under section 27.8.
29.4 Non-material changes — typographical corrections, clarifications, updated contact details — take effect when posted.
30.1 Entire agreement. This Agreement, the Privacy Policy and the Schedules are the entire agreement between you and ORX about the Service, and supersede all prior discussions, representations and understandings.
30.2 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed, and the rest stays in force. Section 27.13 governs section 27.
30.3 No waiver. A failure to enforce any provision is not a waiver of it.
30.4 Assignment. You may not assign this Agreement without our written consent. We may assign it to an affiliate or in connection with a merger, acquisition, financing or sale of assets.
30.5 Force majeure. Neither party is liable for a failure to perform caused by events beyond its reasonable control, including natural disasters, war, civil unrest, labour disputes, power or network failure, radio interference beyond our control, and acts of government.
30.6 Notices. We may give notice by email to the address on your account, by in-App message, or by posting on our website. You give notice to [email protected], and for anything under section 27, also by post to the address in section 31.
30.7 No third-party beneficiaries, except: the Released Parties may enforce sections 23, 24, 25 and 26; Apple may enforce Schedule 1; and Park Operators may enforce section 13.3 as to their own units.
30.8 Independent contractors. Nothing here creates a partnership, joint venture, agency or employment relationship.
30.9 Export and sanctions. You will comply with all applicable export control and sanctions laws, and you will not use or export the Service in violation of them.
30.10 US Government end users. The software is "commercial computer software" and "commercial computer software documentation" under FAR 12.212 and DFARS 227.7202. Government use, duplication and disclosure are subject only to the terms of this Agreement.
30.11 Headings are for convenience and do not affect interpretation. "Including" means "including without limitation".
30.12 Language. This Agreement is written in English. Any translation is for convenience; the English version governs.
Off Road Xperience, LLC
6330 Oak Valley Drive
Cumming, Georgia, United States
This Schedule applies where you obtained the App from the Apple App Store, and it prevails over any conflicting term in the body of this Agreement as to the subject matter it covers.
This Schedule applies where you obtained the App from Google Play.
The Rider Unit runs third-party firmware licensed under the GNU General Public License, version 3 (GPL-3.0).
| Surface | Parts that apply |
|---|---|
| Rider app (iOS / Android) | A, B, D, plus Schedule 1 or 2 |
| Rider Unit you bought | A, B (esp. 12, 15), D, Schedule 3 |
| Rider Unit a park lends you | A, B (esp. 13, 15), D, Schedule 3 |
| Third-party compatible radio | A, B (esp. 14, 15), D |
| Website and checkout | A, B (esp. 16), D |
| Park dashboard | A, C, D |
| Park Mode (in the app) | A, C, D, plus Schedule 1 or 2 |
| Trail Mapper | A, C, D |
| Park-facing flasher | A, C (esp. 21), D, Schedule 3 |
| Public API and integrations | A, C (esp. 22), D |
| Pilot / demonstration programs | A, B, C, D, plus that event's own signed documents |
HeadzUp is a rider-awareness product. It does not prevent collisions and it is not a safety system. Ride aware, ride together.
© 2026 Off Road Xperience, LLC. All rights reserved.