Thrillmaster Terms & Conditions

These Terms and Conditions ("Terms") for Thrillmasters, including all referenced policies, procedures and links (the "Agreement") constitute a legally binding agreement between you ("you" or "Thrillmaster") and Xploreum, Inc., a Delaware corporation ("Xploreum," "we," "us," or "our"), governing your use of the Xploreum Platform to offer, list, and operate guided or unguided multi-day outdoor expeditions ("Xpeditions").

By accessing, using, uploading or downloading any information or materials to or from the Xploreum Platform as a Thrillmaster, or by clicking "I Agree" or similar language, you confirm that you have read, understood, and agreed to be bound by this Agreement. If you do not accept all of the terms, you may not access, upload, download or use the Platform in any capacity as a Thrillmaster.

This Agreement was written in English. To the extent a translated version of these Terms conflict with the English version, the English version controls. In the event of a conflict between the terms of the Agreement and your contractual agreements with Xplorers and/or third parties, the terms of this Agreement shall take precedence.

1. Definitions

For purposes of this Agreement, the following terms have the following meanings:

• "Platform" means the Xploreum website, mobile applications, APIs, and associated services.
• "Thrillmaster" means any independent provider who lists, promotes, or delivers Xpeditions through the Platform.
• "Xplorer" means any user who books or participates in an Xpedition.
• "Xpedition" means any experience, trip, event, activity, or service, whether guided or self-guided, that is listed on the Platform and provided by a Thrillmaster.
• "Service Fees" means the Platform fees retained by Xploreum for facilitating bookings.
• "Applicable Law" means any local, state, provincial, national, or international law, regulation, ordinance, rule, or code governing the performance of Xpeditions.

This Agreement also incorporates by reference Xploreum's Acceptable Use Policy, Privacy Policy, Content and Ownership Licensing Policy, Payment Terms, and other policies as may be posted on Xploreum's website from time to time.

2. Eligibility and Onboarding

2.1. Eligibility. To register as a Thrillmaster and use the Platform to offer Xpeditions, you represent and warrant that you:

(a) Are a resident of, or are organized in the United States or Canada;

(b) Are at least eighteen (18) years of age or the age of majority in your state of legal residence/jurisdiction;

(c) Have the full legal authority and capacity to enter into this Agreement;

(d) Operate in full compliance with all Applicable Laws, including any requirements for guiding, outfitting, or providing recreational services;

(e) Are not currently suspended, banned, or otherwise prohibited from participating in platforms similar to Xploreum.

2.2. Required Documentation. You agree to provide complete and accurate information as part of the onboarding process, including but not limited to:

• Government-issued identification;
• Background check through Xploreum's approved background check vendor;
• Proof of business organization/registration (if applicable);
• Relevant permits, licenses, and certifications (e.g., wilderness guide licenses, CPR/First Aid, commercial operation permits);
• Proof of insurance, if required by Xploreum and/or Applicable Law.

2.3. Continuing Obligations. You are solely responsible for maintaining current documentation and ensuring ongoing compliance with all regulatory obligations. Xploreum may, at its sole discretion, require re-verification or updated documentation at any time. Failure to comply may result in immediate suspension or termination.

2.4. Right to Refuse. Xploreum reserves the right to reject, suspend, or terminate your access to the Platform for any reason, including failure to meet eligibility criteria or concerns regarding safety, reputation, or integrity.

2.5. Dual Roles. You may use the Platform in more than one role (e.g., as both an Xplorer and a Thrillmaster). These Terms apply only to your actions and responsibilities as a Thrillmaster. Your activities as an Xplorer are governed by separate Terms of Service applicable to that role.

3. Independent Contractor Relationship

You acknowledge and agree that:

• You are an independent contractor, and nothing in this Agreement shall be construed as creating an employment, agency, joint venture, or partnership relationship between you and Xploreum.
• You have no authority to bind Xploreum or represent yourself as an agent of Xploreum.
• You are solely responsible for all federal, state, and local taxes; insurance, and regulatory compliance related to your services.

4. Listing and Xpedition Requirements

4.1. Accuracy and Honesty. You must provide accurate, complete, and truthful descriptions of each Xpedition, including but not limited to itinerary, duration, difficulty level, gear provided, safety considerations, and refund policy. These details must align with the data provided in your Thrillmaster and Xpedition profile fields within the Platform database.

4.2. Ongoing Accuracy. You must keep all listings up-to-date, including pricing, availability, and logistical information. Any changes must be communicated through the Platform and updated in your listing.

4.3. Compliance. You agree to comply with all Applicable Laws, including safety regulations, land use permits, and environmental protections applicable to the Xpeditions you offer.

5. Pricing, Payments, and Payouts

5.1. Pricing and Fees. You set the price of your Xpeditions and your refund policy. Xploreum will charge Service Fees as disclosed during onboarding or via Platform updates.

5.2. Payment Processing. All payments are processed via third-party processors (e.g., Stripe). Xploreum will deduct Service Fees and remit the remaining balance to your designated payout account.

5.3. Disputes and Withholding. Xploreum reserves the right to withhold payouts or delay transfers in the event of:

(a) A complaint, dispute, or chargeback;

(b) Suspected fraud or misuse;

(c) Breach of this Agreement;

(d) Required compliance with legal obligations.

5.4. Taxes and Regulatory Compliance. You are solely responsible for determining, collecting, reporting, and remitting any and all taxes, levies, or governmental fees that may apply to your Xpeditions, including but not limited to sales tax, use tax, VAT, GST, HST, or tourism-related levies. This includes taxes that may be applicable based on your location, your customers' locations, or the jurisdictions where your services are delivered.

You agree that Xploreum does not provide tax advice and is not responsible for calculating, collecting, or remitting any taxes on your behalf unless explicitly required by law. You must comply with all Applicable Law and indemnify Xploreum against any claims, penalties, or liabilities arising from your failure to do so.

6. Cancellations, Modifications, and Refunds

6.1. Policy Requirements. You must define and publish your cancellation and refund policies clearly in each listing. These policies must be kept up to date through your Thrillmaster dashboard, and must reflect the value stored in the "cancellation_refund_policy" field in your Platform profile.

6.2. Responsibility. You are solely responsible for enforcing and administering your refund policy. Xploreum does not guarantee refunds to Xplorers unless legally required.

6.3. Force Majeure. You may cancel or modify Xpeditions in the event of severe weather, natural disasters, illness, or other unforeseen and uncontrollable events. You must notify affected Xplorers and Xploreum as soon as reasonably possible.

7. Conduct and Safety Obligations

You agree to:

• Act professionally and responsibly in all interactions with Xplorers;
• Ensure that all Xpeditions are conducted in a safe manner;
• Provide safety briefings and appropriate supervision;
• Refrain from any unlawful, abusive, or discriminatory conduct;
• Align gear, safety practices, minimum age, and itinerary disclosures with the fields in your Xpedition listings and user-facing details stored on the Platform.

8. Insurance and Assumption of Risk

8.1. Insurance. You are responsible for obtaining and maintaining appropriate liability insurance for your services, including coverage for bodily injury, property damage, and wrongful death where required.

8.2. Risk Assumption. You acknowledge that outdoor adventure activities involve inherent risks. You assume full responsibility for the planning, operation, and safety of each Xpedition.

8.3. No Insurance from Xploreum. Xploreum does not provide insurance of any kind on your behalf or on behalf of any participant(s) in Xpeditions.

9. Platform Conduct and Content License

9.1. Platform Use. You agree to use the Platform only for its intended purpose and in accordance with all applicable rules and policies.

9.2. Content License. You grant Xploreum a worldwide, non-exclusive, royalty-free, sublicensable license to use, copy, modify, and distribute your listing Content (including text, images, and data fields) for marketing and operational purposes, including those associated with "photos_terms_conditions" in your listings, as provided in Xploreum's Content Ownership and Licensing Policy.

You understand that you, and not Xploreum, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Platform. Xploreum may, in accordance with applicable law, screen, monitor, hide, restrict, refuse or remove any Content that violates the Terms or is otherwise objectionable. Please note, this does not guarantee the accuracy, integrity or quality of such Content.

You understand that by using the Platform, you may be exposed to Content that is offensive, indecent, objectionable or illegal. You agree to bear all risks associated with the use of any Content available in connection with the Platform, including any reliance on the accuracy, completeness, or usefulness of such Content.

If you believe Content posted to the Platform violates our standards or these Terms, please report it to us at: complaints@xploreum.io.

9.3. Prohibited Conduct. Xploreum's Acceptable Use Policy describes restrictions on content and conduct and is incorporated by reference into these Terms. You agree to comply with this policy. You may not upload or distribute content that is unlawful, misleading, infringing, harmful, or offensive. You may not reverse engineer, scrape, or interfere with Platform operations.

10. Disclaimers and Limitation of Liability

10.1. No Warranty. Xploreum provides the Platform "as is," without any warranties of any kind, express or implied. We do not guarantee availability, performance, or profitability.

10.2. Limitation of Liability. To the fullest extent permitted by law, Xploreum shall not be liable to you for any indirect, incidental, punitive, or consequential damages, or for any injuries, damages, or losses arising from:

• Your acts or omissions;
• An Xplorer's acts or omissions;
• Conditions beyond our control;
• Any breach of this Agreement by you.

10.3. Cap on Liability. In no event shall Xploreum's total aggregate liability exceed the total amount of Service Fees paid by you to Xploreum in the twelve (12) months preceding the claim giving rise to liability.

11. Indemnification

You agree to defend, indemnify, and hold harmless Xploreum and its affiliates, directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your breach of this Agreement;
• Your provision or operation of an Xpedition;
• Any injury, loss, or damage to any Xplorer or third party;
• Your violation of any Applicable Law.

12. Termination

12.1. By You. You may terminate this Agreement at any time by deactivating your account, subject to your obligation to honor existing bookings.

12.2. By Xploreum. We may suspend or terminate your access to the Platform at any time, with or without notice, for any reason, including breach, safety concerns, or inactivity.

12.3. Survival. Sections relating to liability, indemnification, and dispute resolution shall survive termination of the Agreement.

13. Dispute Resolution and Governing Law

13.1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

13.2. Dispute Resolution. Any dispute, claim, or controversy arising out of or relating to this Agreement shall be resolved through binding arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules. The arbitration shall be conducted in English and held in San Francisco, California.

13.3. Waiver of Class Actions. You waive any right to participate in class action proceedings or consolidated claims.

14. Modifications to the Agreement

Xploreum may modify this Agreement from time to time. You will be notified of material changes via email or Platform notification. Continued use of the Platform after such notice constitutes your acceptance of the modified terms.

15. Miscellaneous

15.1. Entire Agreement. This Agreement constitutes the entire agreement between you and Xploreum.

15.2. Severability. If any provision of this Agreement is found to be unenforceable, the remainder shall remain in full force and effect.

15.3. Assignment. You may not assign or transfer your rights under this Agreement without prior written consent from Xploreum.

15.4. Force Majeure. Xploreum shall not be liable for any failure or delay in performance due to events beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, or governmental actions.

By clicking "I Agree," you acknowledge that you have read, understood, and agreed to be legally bound by these Thrillmaster Terms & Conditions.