TicketEddy Terms and Conditions
The services covered by this agreement include TicketEddy’s e-ticketing and site access management tools. In order to provide the highest level of service to all TicketEddy’s Clients, data provided by customers for restricted area access will be combined with data from all TicketEddy’s’ Client customers. The combined database will be used for risk analysis of Client's and all other Clients' transactions. Ownership of the combined database remains with TicketEddy. Credit card information from TicketEddy’s database will not be provided to Client or any other party during this agreement or upon termination of this agreement. However, TicketEddy reserves the right to transfer the database in the event of a change in TicketEddy’s ownership. Client is responsible for maintaining a record of all user id information for Client's own use as well as for backup in the event of a system failure that requires restoration. Any unauthorized attempt to gain access to TicketEddy’s database or systems by Client, or anyone directly or indirectly associated with or related to Client will constitute a material breach of this agreement. In the event of any such attempt to gain access, TicketEddy may immediately terminate this agreement, and Client will immediately return to TicketEddy all copies of any information obtained by this access.
TicketEddy will charge, and Client agrees to pay, the fees set forth below
| Sales (weekly gross in US$) | Rates |
| under $6,250.00 | 12.5% |
| $6,250.01-$12,500.00 | 11.5% |
| $12,500.01-$25,000.00 | 10.5% |
| $25,000.01-$50,000.00 | 9.5% |
| over $50,000.00 | 8.5% |
TicketEddy will issue payment to Client on a weekly basis. The payment made will be for the net amount of the customer charges for the week ending on Saturday, one week prior to the week the payment is issued. While TicketEddy will make reasonable effort to make payment on Monday, if there are unusual circumstances such as delays in TicketEddy receiving payment from banks, holidays, or system failures, TicketEddy will make payment as soon as practicable. The net amount of payment will be the amount of customer charges minus TicketEddy fees, security deposit, and refunds not processed in previous payments, chargebacks, ACH returned items, payment delivery fees, taxes, penalties, and any additional security deposit amounts. TicketEddy reserves the right to charge any of these deductions against the security deposit and to require Client to replenish the security deposit to a level deemed appropriate solely by TicketEddy or its Merchant Bank. In order to resolve complaints and disputes, Client agree that TicketEddy may issue refunds without Client's knowledge or approval in any situation TicketEddy deems appropriate. TicketEddy may also include the customer in its database of blocked accounts if there is an indication of fraud or misuse by the customer.
Client and TicketEddy can cancel this agreement at any time with 10 days written notice. Email and telephone are not acceptable forms of notice. TicketEddy also has the right to cancel this agreement without notice, if Client violate the terms of this agreement, or TicketEddy’s Acceptable Use Policies. In cases of minor violations, TicketEddy will give Client an opportunity to become compliant, but TicketEddy can cancel this agreement or take any other action TicketEddy deems appropriate if Client fails not comply. Serious violations by Client or any of Client's referrer or upon notification by any of the card associations or regulatory agencies to discontinue accepting transactions will result in TicketEddy canceling this agreement immediately. TicketEddy may terminate either (a) this Agreement, (b) any service or (c) both immediately if Client is the subject of a bankruptcy order, becomes insolvent, makes any arrangement or composition with or assignment for the benefit of creditors, goes into voluntary or involuntary liquidation, has a receiver or administrator appointed over Client's assets, or if the equivalent of any such events under the laws of any of the relevant jurisdictions occurs to Client. Upon cancellation/termination of Client's account, TicketEddy will hold all funds due to Client for a minimum of six months as reserve for possible refunds, returned checks and chargebacks.
Client agrees to use TicketEddy’s services for the sale of legal content and services from Client's website. Client agrees to use TicketEddy’s services only for the sale of (1) property or items that can be downloaded from Client's restricted area by Client's customer or (2) products that can be immediately shipped. TicketEddy reserves the right to manually or electronically review Client's website(s) to ensure there is no violation of the Terms and Conditions or the Aceeptable Use Policies. On TicketEddy’s signup page for Client's restricted area, TicketEddy will plainly show the customer the price(s) Client is charging and all terms and conditions of the purchase. If this agreement is terminated by either Client or TicketEddy for any reason, Client must leave the ability for customers to cancel their purchases through TicketEddy’s services until there is no more active recurring membership. If Client does not do this, or if in TicketEddy’s judgment there will be excessive chargebacks, or ACH returned items, TicketEddy will immediately issue refunds to Client's customers, and hold all payments and reserves until such time as TicketEddy determines that there will be no further refund and/or chargeback. The minimum time that TicketEddy will withhold payment is six months. Client will always maintain the ability to respond to Client's customer's technical inquiries and try to resolve issues amicably. If, in TicketEddy’s opinion customer complaints and/or chargebacks are excessive, TicketEddy may choose to cancel this agreement and Client agrees to immediately reimburse TicketEddy all its expenses related to chargebacks and refunds. Client may change the access prices and subscription options for Client's restricted area at anytime. However, for recurring subscriptions the renewal price will remain the same as agreed upon when customer first signed up until the subcriptions are canceled. The functionality and accuracy of these changes are Client's sole responsibility.
Client certifies that Client (1) is the owner and operator of the restricted area(s), (2) is of legal age in the state or country where Client's business is located to enter in to this agreement, and (3) has obtained all the necessary licenses and certificates required to perform Client's obligations. Client will follow all laws and legal regulations that relate to Client's business regardless of where those laws and regulations originate, and will comply with any laws and regulations that may apply in the future.
Client certifies that it has read and agrees to TicketEddy’s Privacy Policy.
TicketEddy and Client agree to pay any and all taxes that are imposed on TicketEddy or Client's respective business respectively. If TicketEddy is required to pay taxes for Client, Client will immediately reimburse TicketEddy for those taxes and any fines, penalties and interest. Client agrees that TicketEddy may deduct such sum from payments to Client.
TicketEddy WILL UTILIZE ITS BEST EFFORTS TO MAINTAIN ACCEPTABLE PERFORMANCE OF THE SERVICE, BUT TicketEddy MAKES ABSOLUTELY NO WARRANTIES WHATSOEVER, EXPRESSED OR IMPLIED, INCLUDING WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. TicketEddy cannot guarantee continuous service, service at any particular time, or integrity of data stored or transmitted via its system or via the Internet. TicketEddy disclaims any liability for the inadvertent disclosure of, or corruption or erasure of, data transmitted, received, or stored on its system. TicketEddy may discontinue any service, or may require fulfillment of conditions. TicketEddy may choose to impose as a prerequisite for continuing any service upon thirty (30) days notice to Client. However, TicketEddy may discontinue service immediately for fraud committed by Client or Client's employees, illegal activity, or violations of its Acceptable Use Policies and/or its other policies. TicketEddy’s liability to Client and any end user of the service or any other of its services is limited to the amount paid to and received by TicketEddy for service not accepted. In no event will TicketEddy be liable to Client, or any end user or any other entity for any special, consequential, or other damages, however caused, whether for breach of contract, negligence or otherwise, even if TicketEddy has been advised of the possibility of such damage. Client agrees that TicketEddy is an Internet Service Provider ("ISP") under the Digital Millennium Copyright Act (DMCA) and understand that TicketEddy is required under the DMCA to have Client remove any material that another party claims is infringing once TicketEddy has received a proper notification. Client agrees that if the claim is valid and Client does not comply with a request from TicketEddy to remove the infringing material under the DMCA or for any other reason, TicketEddy may at its sole discretion block access to new member signups and renewals and hold all funds until such time as TicketEddy is certain that the material is removed. TicketEddy may, at its sole discretion, determine who is an “infringer” and may terminate this agreement without notice to Client if TicketEddy believes Client to be a repeat infringer.
Client is responsible for ensuring that Client is the rightful owner or licensee for any copyrighted material, trademarks, or items that appear on Client's restricted area. Client will take all necessary measures to preclude TicketEddy from being made a party to any lawsuit or claim from the service provided to Client or any end user. Client agrees to indemnify TicketEddy and hold TicketEddy harmless from any and all claims of whatever nature brought by anyone against TicketEddy because of Client's conduct. Client agrees to reimburse TicketEddy for any and all expenses associated with TicketEddy being involved with any civil, criminal, regulatory or investigatory actions brought against Client by anyone, including expenses associated with providing information that TicketEddy, in its sole discretion, believes it legally must provide or has been authorized by Client to provide. Client agrees to reimburse TicketEddy immediately for any such expense incurred because of Client's conduct.
Nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Client will not make any statement, whether on Client's site or otherwise, that reasonably would contradict anything in these Terms and Conditions. Neither party is the agent of the other and TicketEddy expressly disclaims responsibility for any conduct by Client in violation of these terms of agreement.
This agreement will continue until terminated by either party under the provisions above. TicketEddy may terminate this agreement immediately and without notice if Client violates the terms of this agreement, its Acceptable Use Policies, its policies, or the law. TicketEddy may, at its sole discretion, suspend or cancel services for Client's account if it stays inactive for any consecutive ninety (90) day periods.
Client agrees to treat TicketEddy’s intellectual property as confidential and proprietary, and agrees not disclose them to anyone without TicketEddy’s prior written consent. Client may not use TicketEddy’s trademarks and advertising without TicketEddy’s permission, and then only in ways agreed to by Client and TicketEddy.
If any provision of this Agreement is held to be invalid by a court of competent jurisdiction, then the remaining provisions will nevertheless remain in full force and effect. Client and TicketEddy agree to renegotiate in good faith any term held invalid and to be bound by any mutually agreed to substitute provision.
This Agreement is governed by and construed under the laws of the State of Texas and the United States of America. The federal and state courts of the State of Texas will have exclusive jurisdiction to adjudicate any non-arbitrable dispute arising out of this Agreement.
TicketEddy will attempt to resolve all disputes arising out of this Agreement in a spirit of cooperation without formal proceedings. Any dispute which cannot be so resolved (other than the collection of money due on unpaid invoices and other than injunctive relief) will be subject to arbitration upon written demand of either party. Except for disputes resulting from unpaid TicketEddy invoices, the parties agree to arbitrate this matter prior to any state, federal, or international court action. The arbitration will take place in Austin, Texas, before a single arbitrator under the auspices of the American Arbitration Association‘s (“AAA”) Commercial Arbitration Rules currently in effect at that time. Texas law will be applied in the arbitration and any other subsequent legal hearings. The arbitrator will not have the authority to award punitive damages or any other form of relief not contemplated in this contract. The arbitrator will render a written opinion setting forth the basis on which he or she arrived at the decision regarding each issue submitted to arbitration. The decision of each issue submitted to arbitration will be final and binding only to the extent it is accompanied by a written explanation of the basis upon which it was arrived at. Judgment upon the award, if any, rendered by the arbitrator may be entered in any court having jurisdiction thereof. Should any legal action permissible under this Agreement be instituted to enforce the terms and conditions of this Agreement, in particular the right to collect money due on unpaid invoices, the prevailing party will be entitled to recover reasonable attorneys' fees and expenses incurred at both the trial and appellate levels. Parties may modify the dispute clause only through a stipulation signed by both parties.
This Agreement sets forth the entire Agreement and understanding between the parties and merges all prior discussion between them. TicketEddy reserves the right to modify this agreement at any time. Utilization of the service by Client and/or Client's customers following the effective date of any change or modification of this Agreement on TicketEddy’s website will constitute acceptance by Client of such change(s). Otherwise, this Agreement may not be modified except by the written consent of both parties.
In the event of changes in ownership of Client's company or restricted area(s) covered by this agreement, Client must notify TicketEddy in writing of the change. TicketEddy will then require the new owner to execute a new agreement with TicketEddy. In the event Client wishes to change the information or method regarding payments to Client, Client must notify TicketEddy in writing.
The minimum price that Client must charge is $3.95 per transaction. The maximum is $199.99 per transaction.