Terms of Service
THE TERMS OF SERVICE ARE IMPORTANT. READ THEM CAREFULLY. THEY SET OUT RESTRICTIONS, LIMITATIONS AND EXCLUSIONS TO YOUR LEGAL RIGHTS, INCLUDING CLAUSES THAT GOVERN WHERE AND HOW DISPUTES CAN BE BROUGHT.
Terms of Service
These Terms also govern how all payments are conducted with or involving Eventspot’s services (“Services ”) that Eventspot Inc. or any of its affiliates (referred to as “ we ”, “ us ” or “ our ”) provide in connection with www.Eventspot.ca and constitute a binding contract between you and us.
If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
THESE TERMS OF SERVICE GOVERN YOUR RELATIONSHIP WITH US. OUR SERVICE CONNECTS YOU WITH EVENT PROVIDERS. TO THE EXTENT THAT YOU OPT TO ENGAGE ANY EVENT PROVIDER, YOU WILL ALSO BE SUBJECT TO THEIR TERMS OF SERVICE. THOSE TERMS OF SERVICE ARE AVAILABLE DIRECTLY FROM THOSE EVENT PROVIDERS. TO THE EXTENT THAT YOU SEEK SUCH INFORMATION YOU MAY ALSO CONTACT US.
FOR GREATER CERTAINTY, THESE TERMS OF SERVICE GOVERN YOUR RELATIONSHIP WITH US. YOUR RELATIONSHIP BETWEEN THE EVENT PROVIDER AND YOU IS GOVERNED BY THESE TERMS AND BY ANY TERMS OF SERVICE THAT THE EVENT PROVIDER HAS SET.
BY USING OUR SERVICES, YOU AGREE AND ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND ARE BOUND BY THESE SERVICE TERMS, INCLUDING THOSE OF ANY EVENT PROVIDER.
THE SITE, APPLICATION AND SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH VENDORS OF PRODUCTS AND SERVICE PROVIDERS MAY CREATE LISTINGS FOR SERVICES AND/OR PRODUCTS AND CUSTOMERS MAY LEARN ABOUT AND BOOK EVENTS DIRECTLY WITH THE EVENT PROVIDERS. YOU UNDERSTAND AND AGREE THAT EVENTSPOT IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN EVENT PROVIDERS AND CUSTOMERS, NOR ARE WE AN INSURER OF EVENTS OR RESPONSIBLE FOR THEIR PROVISION OR QUALITY. WE HAVE NO CONTROL OVER THE CONDUCT OF EVENT PROVIDERS, CUSTOMERS AND OTHER USERS OF THE SITE OR PERSONS AT EVENTS, OR ANY EVENTS, AND DISCLAIM ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
IF YOU CHOOSE TO CREATE A LISTING ON EVENTSPOT, YOU UNDERSTAND AND AGREE THAT YOUR RELATIONSHIP WITH US IS LIMITED TO BEING A MEMBER AND AN INDEPENDENT, THIRD-PARTY CONTRACTOR, AND NOT AN EMPLOYEE, AGENT, JOINT VENTURER OR PARTNER OF EVENTSPOT FOR ANY REASON, AND YOU ACT EXCLUSIVELY ON YOUR OWN BEHALF AND FOR YOUR OWN BENEFIT, AND NOT ON BEHALF OF OR FOR THE BENEFIT OF EVENTSPOT. EVENTSPOT DOES NOT CONTROL, AND HAS NO RIGHT TO CONTROL, YOUR LISTING, YOUR OFFLINE ACTIVITIES ASSOCIATED WITH YOUR LISTING, OR ANY OTHER MATTERS RELATED TO ANY LISTING, THAT YOU PROVIDE. AS A MEMBER YOU AGREE NOT TO DO ANYTHING TO CREATE A FALSE IMPRESSION THAT YOU ARE ENDORSED BY, PARTNERING WITH, OR ACTING ON BEHALF OF OR FOR THE BENEFIT OF EVENTSPOT. EVENTSPOT RESERVES THE RIGHT TO REMOVE ANY INAPPROPRIATE OR MISLEADING OR UNDESIRABLE CONTENT FROM ITS SITE AT ALL TIMES IN ITS SOLE DISCRETION.
“Customer” means a Member who requests from an Event Provider a service or product on a Listing via the Site.
“Event” means an event booked on the Site by a Member which includes the products or services of one or more Event Providers.
“Event Fee” means the total of all Event Provider Fees, all Taxes and any Eventspot Fee.
“Event Provider” means a Member who creates a Listing via the Site for the provisions of services or products for an Event.
“Event Provider Fee” means the fee charged by an Event Provider as set out in the Listing for the provision of services or products for an Event.
“Eventspot Fee” means the fees, if any, charged by Eventspot for the provision of services to the Customer or Event Provider as set out in the Listing.
“Listing ” means the listing on the Site for products or services to be provided by an Event Provider for an Event.
“Member ” means a person who completes the Account registration process, including but not limited to Event Providers and Customers, as described under “Account Registration” below.
“Site” means www.Eventspot.ca or any derivative or related site.
“Tax” or “Taxes” mean any sales taxes, goods and services taxes (HST) or fees that may be required by law to be collected and remitted to governmental agencies, and including other similar municipal, provincial, federal and national indirect or other withholding and personal or corporate income taxes.
We reserve the right to change the Terms or the Services at any time, without prior notice, at our sole discretion. Changes will appear on our site. If you continue to use our Services, you will be deemed to have accepted any such changes.
In order to use the Services, you must first register to create an Account. You acknowledge and agree that anyone you authorize to use your Account may use the Services on your behalf and that you will be responsible for any payments made by such person.
You authorize us, directly or through third parties, to make any inquiries we consider necessary to help verify or check your identity or prevent fraud. This may include asking you to provide a form of government identification (e.g. driver’s license or passport), your date of birth, your address, and other information requiring you to take steps to confirm ownership of your email address, Payment Methods or Payout Methods; or attempting to screen your information against third party databases. You further authorize us (or our affiliate) to request a consumer report on you from a consumer reporting agency. This consumer report will be requested and utilized in compliance with applicable law.
Responsibility of Event Providers
Event Providers, with the set-up of their Account, agree and acknowledge that they will keep their availability calendar current at all times. Event Providers agree and acknowledge that we will rely on their calendar to make their services and products available to Customers and that Customers will book Events based on the availability calendar.
If the calendar is not up-to-date and a Customer books a service or product, the Event Provider is nonetheless responsible for providing the service or product. Failure to provide the service or product can lead to the suspension or termination of their Account as well as claims by the Customer. The Event Provider will also be obliged to pay Eventspot the Eventspot Fee.
The Event Provider is also responsible to ensure that the products and services and fees and charges noted on the Listing are accurate and up-to-date. The Event Provider agrees to make available the services and products as provided for in the Listing and to accept and honour the Event Provider Fees for such services or products as provided in the Listing at all times.
Financial Terms for Events
“Payment Method” means a payment method that you have added to your Account, such as a credit card, debit card or PayPal.
“Payout Method” means a payout method that you have added to your Account, such as PayPal, direct deposit or electronic funds transfer, a prepaid card or a debit card (where available).
Financial Terms for Event Providers regarding Events
We will collect the Event Fees from each Customer at the times set out in the Listing. We will initiate payment of the Event Provider Fees (less Eventspot Fees, credit card fees and any taxes, such as sales tax) to the Event Provider within 3 days of the scheduled Event, unless we agree with the Event Provider to a different time or trigger for payment. The time it takes for the Event Provider to receive payouts once released by us may depend upon the Payout Method chosen by the Event Provider. Some Payout Methods involve the use of third-party payment processors, who may impose their own additional charges for the use of their services on the Event Provider, including by deducting their charges from the payout amount. Complete payment terms for each category of event provider can be found here.
We use Stripe Connect to process payments and as an Event Provider you are deemed to have reviewed, acknowledged and agreed to the Stripe Connect Account Agreement found or at
If you owe or agree to pay any amount to us (whether as a result of your Events or actions as a Customer or otherwise), then we may (but are not obliged to) withhold the amount owing to us from any payout amounts due to you as an Event Provider, and use the withheld amount to set-off the amount owed by you to us. If we do so, then your obligation to pay us will be extinguished to the extent of the amount withheld by us, and we will cease to owe to you any obligations (including, but not limited to, any obligation to pay you) with respect to the amount withheld. In addition to the amount due, if your account is delinquent or you otherwise have chargebacks on your account, you may be charged fees that are incidental to our collection of these delinquent amounts and chargebacks. Such fees or charges may include collection fees, convenience fees, or other third party charges. You hereby explicitly agree that all communication in relation to delinquent accounts will be made by electronic mail or by phone, as provided to us by you. Such communication may be made by us to you or by anyone on our behalf to you, including but not limited to a third party collection agent.
Appointment of Us as Limited Payment Collection Agent for Event Providers
Each Event Provider hereby appoints us as their limited payment collection agent solely for the purpose of accepting the Event Provider Fees from Customers.
Each Event Provider agrees that payment made by a Customer through us, shall be considered the same as a payment made directly to the Event Provider, and the Event Provider will provide the products and/or services to the Customer in the agreed-upon manner as if the Event Provider has received the Event Provider Fees directly. Each Event Provider agrees that we may, in accordance with the cancellation policy selected by the Event Provider and reflected in the relevant Listing, refund to the Customer that portion of the Event Fees specified in the applicable cancellation policy. Each Event Provider understands that we accepts payments from Customers as the Event Provider's limited payment collection agent and that our obligation to pay the Event Provider is subject to and conditional upon successful receipt of the associated payments from Customers. We do not guarantee payments to Event Providers for amounts that have not been successfully received by us from Customers. In accepting appointment as the limited collection agent of the Event Provider, we assume no liability for any acts or omissions of the Event Provider.
Financial Terms for Customers regarding Events
You acknowledge and agree that, notwithstanding the fact that we are not a party to the agreement between you and the Event Provider, we act as the Event Provider’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Event Provider. Upon your payment of the Event Fees to us, your payment obligation to the Event Provider for the Event Fees is extinguished, and we are responsible for remitting the Event Providers Fees (less any Eventspot Fees and any Taxes in respect of the Event Provider Fees if any that must be remitted by us), in the manner described in these Terms. In the event that we do not remit any such amounts as described in these Terms, such Event Provider will have recourse only against such us.
You as a Customer agree that we may charge your Payment Method the Event Fees for any Event requested in connection with your Account as set out in the Listing. In order to establish an Event, you understand and agree that we, on behalf of the Event Provider, reserve the right, in our sole discretion, to (i) obtain a pre-authorization via your Payment Method for the Event Fees or (ii) charge your Payment Method a nominal amount, not to exceed one dollar ($1) to verify your Payment Method. As a general rule, we will collect the Event Fees due in accordance with the Listing. In instances in which we are unable to collect Event Fees in the ordinary course, we may elect to cancel the Event or to collect Event Fees at a later point in time. We will confirm all payments taken by us from you by way of payment notification by email or otherwise.
If a requested Event is cancelled, you will be responsible for the payments as provided in the Listing and any deposits paid by you will be paid to the Event Provider (less any Eventspot Fee or any Taxes). Similarly, the refund of any deposit will be as provided in the Listing. The timing to receive such refund or for a pre-authorization to be released will be determined based on the Payment Method used and any applicable payment system (e.g., Visa, MasterCard, etc.) rules.
In connection with your requested Event, you will be asked to provide customary billing information such as name, billing address and Payment Method information either to us or its third-party payment processor(s). You agree to pay us for any confirmed Events made in connection with your Account in accordance with these Payments Terms by one of the methods supported by the Site (e.g. by PayPal, credit card or debit card). You hereby authorize the collection of such amounts by charging the Payment Method provided as part of requesting the Event, either directly by us or indirectly, via a third-party online payment processor or by one of the payment methods described on the Site.
If we are unable to collect any amounts you owe for a confirmed Event or a Damage Claim, we may engage in collection efforts to recover such amounts from you. You hereby explicitly agree that all communication in relation to amounts owed will be made by electronic mail or by phone, as provided to us by you. Such communication may be made by us to you or by anyone on our behalf to you, including but not limited to a third party collection agent.
Please note that we cannot control any fees that may be charged to a Customer by his or her third-party payment service provider related to our collection of the Total Fees, and we disclaim all liability in this regard. Whatever Payment Method you use may be subject to additional terms and conditions imposed by the applicable third-party payment service provider; please review such terms and conditions before using your Payment Method.
Service Fees and Other Fees
We collect the Eventspot Fees charged by us pursuant to the Listing. Where applicable, we may also charge Taxes in respect of the Event Provider Fees and Customer Fees. We deduct the Eventspot Fee from the Event Fees before remitting the balance to the Event Provider as described in these Payments Terms.
Balances will be remitted by us to Event Providers via the Payout Method selected by the Event Provider.
General Event and Financial Terms
Cancellations and Refunds
If, as a Customer, you wish to cancel a confirmed Event made via the Site, we will refund the Event Fees and any other amounts charged to you only as provided under the Listing. You will be responsible for all Event Fees and Taxes for any cancelled Event as set out in the Listing, and we will retain all monies paid to us for monies owed for the cancellation pursuant to the Listing.
If an Event Provider cancels a service or product, or fails to provide the service or product, that was to be provided for a confirmed Event made via the Site, we will refund the Event Provider Fees (including any Eventspot Fee) for the cancelling Event Provider to the applicable Customer within a commercially reasonable time of the cancellation.
If one Event Provider cancels or fails to deliver the services or goods for an Event that involves more than one Event Provider, the Customer is responsible to proceed with the Event and is responsible for all other Event Provider Fees for the Event and in no case shall the cancellation of the service or product of one Event Provider effect the obligations of the Customer to other Event Providers or the Eventspot Fee on account of the services or products of those Event Providers.
We may, in our sole and absolute discretion, determine to cancel an Event in its entirety at the request of a Customer if an Event Provider (a “Defaulting Event Provider”) cancels or fails to deliver the services and goods for an Event (“Eventspot Cancellation”). Eventspot may also in its sole and absolute discretion cancel an Event or any services or products to be provided by any Event Provider at any time, and such cancellation shall be treated as an Eventspot Cancellation.
If, as an Event Provider, you cancel an Event or service or product to be provided at an Event, you agree that we may return any Event Provider Fee collected from the Customer back to the Customer for the Event and you will also be responsible for the Eventspot Fee for the Event (or for any service or product) that we would have collected had the Event (or any service or product) proceeded. We will treat your cancellation as a payment authorization, and we may withhold any cancellation fees from your future payouts or charged to any Payment Method on file in your Account.
If there is an Eventspot Cancellation, any Defaulting Event Provider shall not receive any Event Provider Fee or compensation and shall be responsible for any claims of any Customer, other Event Provider or third party for the Eventspot Cancellation. The Event Providers and the Customer agree and acknowledge that Eventspot shall have no liability for an Eventspot Cancellation.
If, as an Event Provider, there is an Eventspot Cancellation you agree and acknowledge that you will not be entitled to any Event Provider Fee or other compensation nor have any claim against us for any reason.
Service Level Disputes
If there is any dispute between the Customer and the Event Provider regarding the service or products or quality, timing or service levels of the service or products, that dispute shall be resolved solely between the Customer and Event Provider. Eventspot shall not be responsible to either the Customer or the Event Provider in the case of any such dispute. Each of the Customer and the Event Provider agree and acknowledge that they hereby release Eventspot of any claims that they may have against Eventspot on account of such dispute.
Payment Processing Errors
We will take steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the same Payout Method or Payment Method used for the original payout to or payment by you, so that you end up receiving or paying the correct amount.
If, as a Customer, you owe additional amounts to us due to an Event Modification, you agree that we may collect such amounts by charging the Payment Method used to make your Event. If, as an Event Provider, you owe us any amounts due to a Event Modification, you agree that we may collect those amounts pursuant to the “Financial Terms for Event Providers regarding Events” and as otherwise permitted under these Terms.
The amount of taxes, if any, collected and remitted by us will be visible to and separately stated to both Customers and Event Providers on their respective transaction documents. You expressly agree to release, defend, indemnify, and hold us and our affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, debts, obligations, and expenses, including, without limitation, reasonable legal and/or accounting fees, arising out of or in any way related to Taxes, including, without limitation, the applicability of, calculation, collection or remittance of Taxes in any amount or at all as to your transactions or Events. Event Providers and Customers further expressly grant us permission, without further notice, to store, transfer and disclose data and other information relating to them or to their transactions, Events Taxes, including, but not limited to, personally identifiable information such as Event Provider or Customer’s name, Listing addresses, transaction dates and amounts, tax identification number(s), the amount of taxes collected from Customers or allegedly due, contact information and similar information, to the relevant Tax Authority.
Payment Method Information
You authorize us to store your Payment Method information and, in the event that we do, charge your Payment Method as outlined in these Terms. If your Payment Method’s account information changes (e.g. account number, routing number, expiration date), we may acquire that information from our financial services partner or your bank and update your Payment Method on file in your Account.
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to your use of the Services. In connection with your use of the Services, you may not and you agree that you will not:
· violate any law or regulation or any order of a court;
· use the Services for any commercial or other purposes that are not expressly permitted by these Terms;
· use the Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
· register any Payment Method that is not yours or you do not have authorization to use;
· post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
· attempt to probe, scan, or test the vulnerability of any our system or network or breach any security or authentication measures;
· avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by us or any of our providers or any other third party (including another user) to protect the Services;
· disparage us or our Events providers.
We have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. In addition, and as set in these Terms, we may take a range of actions against you, including but not limited to limiting access to your Account and any associated Services.
Your privacy is important to us.
COLLECTION OF PERSONAL INFORMATION
When you use our services, you may be asked for personally identifiable information such as your name, address, date of birth, email address, telephone number and financial information.
By giving us such information, you will need to consent to our using it in the manner described in this policy.
You may withdraw your consent at any time by emailing us at info@Eventspot.ca. We will return or destroy your personal information within five days of receipt of your withdrawal of consent.
Cookie information, pages you have requested and your IP address may also be recorded by us from your browser as set out in this policy.
USE OF PERSONAL INFORMATION
We use personal information to allow us to process your service requests and enable us to improve the products and services we offer. We may occasionally carry out market research and send you details of services and offers that we think may be of interest to you. If you do not wish to receive such information, please e-mail email@example.com or, alternatively, when we send you an e-mail, it will contain a provision for you to opt out of receiving any further information from us.
DISCLOSURE OF PERSONAL INFORMATION
We may provide information about you to our employees, agents and third party vendors and service providers in order to administer any accounts, products and services or potential products or services provided to you.
Third party advertisers may also create and access cookies, which will be subject to their privacy policies – we accept no responsibility or liability for the use of such third parties’ cookies. If you do not wish cookies to be placed on your PC or handheld device, then they can be disabled in your web browser. The option to do so is normally found in your browser’s “security settings” section. Please note that permanently disabling cookies in your browser may hinder your use of our websites as well as other websites and interactive services.
All security on our websites is treated seriously. However, this is not a guarantee that such data transmissions cannot be accessed, altered or deleted due to firewall or other security software failures.
If you have any further concerns about security, please email our customer service team at info@Eventspot.ca.
The Event Provider represents and warrants to us that they have the right to use, post and provide to us any and all pictures, text, video, or other material (including materials covered by copyright, trademark, or otherwise (“Intellectual Property”)) used on the Site or in connection with the Site. Further, each Event Provider agrees and acknowledges that we will use the Intellectual Property in connection with the Site and our business. Each Event Provider assigns to us all rights, including, without limitation, copyrights, patents, and other intellectual property rights associated with the Intellectual Property and necessary for us to use the Intellectual Property in connection with the Site and property. The Event Provider also agrees that any such materials once provided to us, we may use them on our Site in perpetuity.
We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to terminate our relationship, limit access to your Account and any associated Services.
IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT THE GOODS AND SERVICE ARE SUBJECT TO YOUR STATUTORY RIGHTS BUT OTHERWISE “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY STATED IN THESE PAYMENTS TERMS. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE GOODS OR SERVICES SOURCED THROUGH US WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY OF THE PAYMENT SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
NOTWITHSTANDING THAT WE ASSIST YOU MAKING ARRANGEMENTS AND PAYMENT FOR THIRD PARTY VENDORS AND SERVICES PROVIDES, WE EXPLICITLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY PARTY, INCLUDING THE THIRD PARTY VENDORS OR SERVICE PROVIDERS OR ANY PURCHASER OF GOODS OR SERVICES OR ANY CUSTOMER OR OTHER PERSON. ANY ADDITIONAL DUTIES OR OBLIGATIONS AS MAY BE IMPLIED BY LAW ARE HEREBY EXPRESSLY EXCLUDED.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF THE PAYMENT SERVICES REMAINS WITH YOU. IF YOU PERMIT OR AUTHORIZE ANOTHER PERSON TO USE OF OUR SERVICES IN ANY WAY, YOU ARE RESPONSIBLE FOR THE ACTIONS TAKEN BY THAT PERSON. NEITHER WE NOR ANY OTHER PARTY INVOLVED IN PROVIDING OUR SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL OR LOSS OF REPUTATION, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE PAYMENTS TERMS, FROM THE USE OF OR INABILITY TO USE THE PAYMENT SERVICES, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
EXCEPT FOR OUR OBLIGATIONS TO PAY AMOUNTS TO APPLICABLE THIRD PARTY VENDORS AND SERVICE PROVIDERS PURSUANT TO THESE PAYMENTS TERMS, IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE PAYMENTS TERMS AND YOUR USE OF THE PAYMENT SERVICES INCLUDING, BUT NOT LIMITED TO, FROM THE USE OF OR INABILITY TO SERVICES, EXCEED THE AMOUNTS YOU HAVE PAID OR OWE FOR EVENTS WITH US IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE AN EVENT PROVIDER, THE AMOUNTS PAID BY US TO YOU IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR TWO HUNDRED DOLLARS ($200), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to release, defend, indemnify, and hold us and our affiliates and subsidiaries, and our and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services, or your violation of these Terms; or (ii) any claim that may be made against us on account of actions that you take.
Except as they may be supplemented by a document referenced and incorporated herein or by additional policies, guidelines, standards, or terms for a specific product, feature, service or offering, these Terms constitute the entire and exclusive understanding and agreement between us and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between us and you regarding the Services or Terms.
Termination for Convenience
You may terminate these Terms at any time by following the termination procedures specified herein. Terminating these Terms will also serve as notice to cancel your Account pursuant to these Terms. If you cancel your Account as an Event Provider, we will provide your customer with a full refund. If you cancel your Account as a customer, we will initiate a refund for any confirmed Event based upon the terms of the applicable cancellation policy.
Without limiting our rights specified below, we may terminate these Terms for convenience at any time by giving you 10 days' notice via email to your registered email address.
Termination for Breach, Suspension and Other Measures
We may immediately, without notice terminate these Terms, limit your use of or access to the Services, or temporarily or permanently suspend your Account if (i) you have breached these Terms, including but not limited to any breach of your warranties outlined in these Terms, (ii) you have provided inaccurate, fraudulent, outdated or incomplete information, (iii) you have violated applicable laws, regulations or third party rights, or (iv) we believes in good faith that such action is reasonably necessary to protect us, our partners, third party vendors or service provides, for prevention of unlawful activity or fraud, abuse, risk assessment, security or investigation purposes.
In case of non-material breaches and where appropriate, you will be given notice of any measure by us and an opportunity to resolve the issue to our reasonable satisfaction.
If you are an Event Provider and we terminate these Terms, limit your use of or access to the Services, or temporarily or permanently suspend your Account, (i) we will refund your customers in full for any and all confirmed Events, irrespective of preexisting cancellation policies, and (ii) you will not be entitled to any compensation for confirmed Events that were cancelled.
If your access to or use of the Services has been limited or your Account has been suspended or these Terms or our relationship has been terminated by us, you may not register a new Account or attempt to access and use the Services through other Accounts.
If you or we terminate these Terms, the clauses of these Terms that speak to future events or reasonably should survive termination of these Terms will remain in effect.
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. We may assign or transfer the Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms will be in writing and given by us by posting to our site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Controlling Law and Jurisdiction
These Terms and your use of the Services will be governed by the laws of Ontario, Canada.
You agree with us that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of our site or your dealings with us (collectively, “ Disputes ”) will be settled by binding arbitration, except that each party retains 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. You acknowledge and agree that you agree with us that we each waive the right to a trial by jury or to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration or any other representative proceeding. Further, unless both you agree with us in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. This “Dispute Resolution” section will survive any termination of these Payments Terms.
Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration. The arbitrator will be either a retired judge or a lawyer. You agree with us to jointly select an arbitrator. The arbitration will take place in Toronto, Canada. You agree to be responsible for all of your costs of the dispute and half the costs of the arbitrator and to pay a deposit to the arbitrator before the arbitration commences as directed by the arbitrator. You agree with us that the arbitrator shall not award costs of the arbitration.
Our failure to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly our authorized representative. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Third Party Beneficiary
These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties. Notwithstanding the foregoing, the parties agree that the payment card networks are third party beneficiaries of these Terms for purposes of enforcing provisions related to payments, but that their consent or agreement is not necessary for any changes or modifications to these Terms.