Welcome to VenuePilot!

Please read these Terms of Service (“Terms”), as further described below, carefully as they contain important information about your legal rights, remedies, and obligations. These Terms may be updated by us from time to time without notice to you. By accessing or using VenuePilot’s services, you agree to comply with and be bound by these Terms including any materials available on the VenuePilot website incorporated by reference herein. These Terms are a legally binding agreement between you and VenuePilot governing your access to and use of the Services. By using our Services (including browsing a website), you are agreeing to these Terms. If you do not agree to these Terms, please do not use or access the Services. If you will be using the Services on behalf of an entity (such as on behalf of your employer), you agree to these Terms on behalf of that entity and its affiliates and you represent that you have the authority to do so.

Users of VenuePilot

Within these terms, use of the term “Vendor” means event creators and/or host of events using the Services (defined below) to create events displayed on VenuePilot’s platform for consumers that use our Services to (a) obtain consumer information about or receive tickets to attend Events (“Consumers”), or (b) for any other reason. Vendors, Consumers, and third parties using our Services are all referred to in these Terms collectively as “Users,” “you,” or “your.”

Description of Services

VenuePilot offers online services to Vendors who want to create webpages related to their events, promote these pages and events to consumers, manage these events, and manage online or onsite ticketing of these events, collectively referred to as our “Services.” VenuePilot is not the creator, organizer, or owner of the events listed on its platform. The Vendor, often the one using the Services to create events displayed on the Services for consumers, is solely responsible for ensuring that any page displaying an event on the Services (and the event itself) meet all applicable local, state, provincial, national and other laws, rules, and regulations, and that the event goods and services described on the event page are delivered as described and in an accurate satisfactory manner.

Use of the Services

You must be 18 or over to use the VenuePilot website. Your use of the Service shall be deemed to be your agreement to abide by these Terms, including any materials available on the VenuePilot website incorporated by reference herein.4. Access to Services In order to access the Services, you must obtain internet access and pay any service fees associated with such access. You must provide all equipment necessary to make such connection to the internet, including a computer and modem or other access device.

Welcome to VenuePilot!

Please read these Terms of Service (“Terms”), as further described below, carefully as they contain important information about your legal rights, remedies, and obligations. These Terms may be updated by us from time to time without notice to you. By accessing or using VenuePilot’s services, you agree to comply with and be bound by these Terms including any materials available on the VenuePilot website incorporated by reference herein. These Terms are a legally binding agreement between you and VenuePilot governing your access to and use of the Services. By using our Services (including browsing a website), you are agreeing to these Terms. If you do not agree to these Terms, please do not use or access the Services. If you will be using the Services on behalf of an entity (such as on behalf of your employer), you agree to these Terms on behalf of that entity and its affiliates and you represent that you have the authority to do so.

Access to Services

In order to access the Services, you must obtain internet access and pay any service fees associated with such access. You must provide all equipment necessary to make such connection to the internet, including a computer and modem or other access device.

License Grant and Restrictions

VenuePilot grants you a non-transferable, non-exclusive and terminable right and license to use its software in connection with the Services, provided that you or any third-party with your assistance does not:

• copy, modify, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile the software or any part thereof;
• attempt to discover any source code, or sell, assign, sublicense software;
• modify the software in any manner or form, or to use modified versions of the software;
• make a derivative use of the Services (or any part thereof) for any purpose;
• use the Services to engage in data mining or similar data gathering.

Intellectual Property

VenuePilot alone shall own all right, title, and interest, including all related Intellectual Property Rights, in and to the VenuePilot technology, the content and the Services, and any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you or any other party relating to the Services other than Your Content. These Terms are not a sale and do not convey to you any rights of ownership in or related to the Services, the VenuePilot technology, or the Intellectual Property Rights owned by VenuePilot. The VenuePilot name and logo, venuepilot.com, the product names associated with the Services are trademarks of VenuePilot or its partners, and no right or license is granted to use them. Any content posted on the VenuePilot website is owned by VenuePilot or its partners or Vendors and is protected under U.S. copyright law.

If you are a copyright owner or an agent of a copyright owner and you believe that any content on VenuePilot infringes your copyrights, you may submit a notice pursuant to the Digital Millennium Copyright Act ("DMCA") by following the directions we provided in VenuePilot’s DMCA Takedown and Notice Procedure below.

Security of Data

The security of your data may be maintained through the use of data encryption, data security protocols, passwords, and other methods which VenuePilot may employ, or which VenuePilot may suggest or require that you employ. While VenuePilot uses commercially reasonable security methods, we cannot guarantee data security. Please visit VenuePilot’s Privacy Policy (https://venuepilot.com/privacy-policy) for additional information on data collection and security.

Storage of Data

You agree that VenuePilot has no responsibility or liability either for the deletion or failure to store any data transmitted by you or anyone else to the Services or the operation, or failure, or weakness, of any data encryption, data security protocols, passwords, or other security methods employed by VenuePilot. You, not VenuePilot, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all customer data provided by You to VenuePilot including Your Content, and VenuePilot shall not be responsible or liable for the deletion, correction, destruction, damage, loss, or failure to store any customer data. Upon termination, your right to access or use customer data immediately ceases, and VenuePilot shall have no obligation to maintain or forward any customer data.

Your Responsibilities

You are responsible for all activity occurring under your user accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Services, including those related to data privacy, international communications, and the transmission of technical or personal data. As such, you shall:

• notify VenuePilot immediately of any unauthorized use of any password or account or any other known or suspected breach of security;
• report to VenuePilot immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by you to infringe third- party’s IP rights or otherwise be in violations of other laws; and
• not impersonate another VenuePilot user or provide false identity information to gain access to or use the Services.

Content Posted on VenuePilot

You understand and agree that VenuePilot may review and delete any content, messages, photos, or profiles (collectively, “Content”) that in the sole judgment of VenuePilotviolates these Terms or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of others.

You are solely responsible for the Content that you publish or display on the Services, or transmit to others.
You acknowledge and agree that if you contribute, provide, or make available any Content to the Site (“Your Content”), whether as an event manager, vendor, or otherwise, you hereby grant to VenuePilot a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable (through multiple tiers) right and license to use, reproduce, adapt, modify, distribute, translate, publish, create derivative works based on, perform, display, and otherwise exploit Your Content, in whole or in part, in any media now known or hereafter developed, for providing the Services, and to allow others to do so, without compensation to you or any other provider of Your Content. You represent and warrant that you have all the rights, power, and authority necessary to grant the foregoing license, and that all Your Content (i) does not infringe, violate, misappropriate or otherwise conflict with the rights of any third party, and (ii) complies with all applicable laws and regulations (foreign and domestic).

VenuePilot reserves the right to remove any of Your Content from its website at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to Your Content) or no reason.

Third Party Services

Any terms, conditions, warranties, or representations associated with event managers, vendors, or advertiser services (collectively, “Third Parties”), is solely between you and the applicable Third Party. VenuePilot shall have no liability, obligation, or responsibility for any purchase or promotion between you and any such Third Party.

Links

If VenuePilot’s website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. VenuePilot has no control over the contents of those sites or resources, and accepts no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to VenuePilot’s website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

VenuePilot Vendor Account

Signing up for a VenuePilot Vendor account is free. Vendor may be required to enter into a separate agreement to use certain functions, which may be subject fees and other restrictions. VenuePilot reserves the right to charge for the Services or any portion thereof, modify the pricing of, add to, or discontinue the Services, or any portion thereof without prior notice. You agree to provide VenuePilot with complete and accurate contact information. If the contact information you have provided is false or fraudulent, VenuePilot reserves the right to terminate your access to the Services in addition to any other legal remedies.

Service Fee

If you are using the Service as a Vendor or event manager by registering for and using the Services, you agree to pay VenuePilot the then-current service charges set by VenuePilot as may be specified in a separate agreement for use of the Services, which payments shall be due and payable upon receipt of the invoice setting forth such charges. Invoices are sent monthly for service charges incurred in the previous month. Non-payment of an invoice results in penalties as described in the invoice.

Termination

You may terminate your account at any time, for any reason. You agree that VenuePilot may, with or without cause, immediately terminate your VenuePilot membership and access to VenuePilot’s services without prior notice. You agree and acknowledge that VenuePilot has no obligation to retain your data, and may delete such data, after termination. Any breach of unauthorized use of the VenuePilot’s technology or Services will be deemed a material breach of these Terms. VenuePilot, in its sole discretion, may terminate your password, account or use of the Service if you breach or otherwise fail to comply with this Agreement.

Disclaimer of Warranties

VenuePilot makes no representation, warranty, or guaranty as to the reliability, timeliness, quality, suitability, truth, availability, accuracy, or completeness of the services or any content. VenuePilot does not represent or warrant that (a) the use of the services will be secure, timely, uninterrupted, or error-free or operate in combination with any other hardware, software, system, or data, (b) the services will meet your requirements or expectations, (c) any stored data will be accurate or reliable, (d) the quality of any products, services, information, or other material purchased or obtained by you through the services will meet your requirements or expectations, (e) errors or defects will be corrected, or (f) the services or the server(s) that make the services available are free of viruses or other harmful components. The services and all content is provided to you strictly on an “as is” basis. All conditions, representations, and warranties, whether express, implied, statutory, or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent.

VenuePilot’s services may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications. VenuePilot is not responsible for any delays, delivery failures, or other damage resulting from such problems.

Limitation of Liability

Liability in no event shall either party's aggregate liability exceed the amounts actually paid by and/or due from you in the twelve (12) month period immediately preceding the event giving rise to such claim. In no event shall either party and/or its licensors be liable to anyone for any indirect, punitive, special, exemplary, incidental, consequential, or other damages of any type or kind (including loss of data, revenue, profits, use or other economic advantage) arising out of, or in any way connected with these services, including but not limited to the use or inability to use the services, or for any content obtained from or through the services, any interruption, inaccuracy, error or omission, regardless of cause in the content, even if the party from which damages are being sought or such party’s licensors have been previously advised of the possibility of such damages.

Indemnity

You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of these Terms or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

Legal Compliance

You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of VenuePilot’s Services.

Notices

Any notices shall be given by email to info@venuepilot.com. Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by email to the email address provided to VenuePilot during the registration process of your account. In such case, notice shall be deemed given 3 days after the date of mailing.

Modifications

VenuePilot reserves the right to modify the terms and conditions of these Terms or its policies relating to the Services at any time, effective upon posting of an updated version of these Terms on the Services. You are responsible for regularly reviewing these Terms. Continued use of the Services after any such changes shall constitute your consent to such changes.

Governing Law and Jurisdiction

All matters relating to VenuePilot and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, these Terms or VenuePilot’s Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

General

VenuePilot does not guarantee continuous, uninterrupted or secure access to the Services, and operation of its website may be interfered with by numerous factors outside of its control. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. These Terms comprise the entire agreement between you and VenuePilot and supersede all prior or contemporaneous negotiations, discussions, or agreements, whether written or oral, between the parties regarding the subject matter contained herein.

DMCA Notice and Takedown Procedure

VenuePilot supports the protection of intellectual property and asks users of VenuePilot’s website (“Website”) to do the same. It’s our policy to respond to all notices of alleged copyright infringement. If someone believes that information on our website from one of our users is infringing their intellectual property rights, they can send a DMCA Notice to VenuePilot as provided below.

Upon receiving a DMCA Notice, VenuePilot may remove or disable access to the materials claimed to be a copyright infringement. Once provided with a notice of takedown, the user can reply with a counter notification if they object to the complaint. The original complainant has 14 business days after VenuePilot receives a counter notification to seek a court order restraining the user from engaging in the infringing activity, otherwise we restore the material.

To file a notice of infringing material on the Website, please provide a notification containing the following details:

• Reasonably sufficient details to enable us to identify the work claimed to be infringed or, if multiple works are claimed to be infringed, a representative list of such works (for example: title, author, any registration or tracking number, URL);
• Reasonably sufficient detail to enable us to identify and locate the material that is claimed to be infringing (for example a link to the page that contains the material);
• Your contact information so that we can contact you (for example, your address, telephone number, email address);
• A statement that you have a good faith belief that the use of the material identified in (2) is not authorized by the copyright owner, its agent, or the law;
• Your physical or electronic signature.
• Then send this notice by email to: info@venuepilot.com with the subject line “DMCA Notice”.

If material a user has posted to the Website has been taken down, he/she may file a counter- notification that contains the following details:

• Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
• A statement, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material in question;
• Your name, address and telephone number;
• A statement that you consent to the jurisdiction of the Federal District Court for judicial district in which your address is located or, if your address is outside of the USA, for any judicial district in which VenuePilot may be found and that you will accept service of process from the person who submitted a notice in compliance with the section (c)(1)(C) of the DMCA, as generally described above;
• Your physical or electronic signature.
• Then send this counter-notice by email to: info@venuepilot.com with the subject line “DMCA Notice”.