This is TickeTing's Merchant Agreement.

1. Who We Are.

1.1 TickeTing. 

Welcome to TickeTing! We are a mobile ticketing and events management platform. Through our platform, mobile apps and services, we make ticketing brilliant! 

1.2 The Services. 

TickeTing’s websites and domains, including www.ticketingevents.com, and all of the webpages, subdomains, country level domain variants and subparts of those websites (collectively, our “Site”), all of the services available on or through the Site or otherwise provided by us (including our application programming interfaces), and all of our free mobile applications, including without limitation,  the TickeTing app (collectively, the “Applications”) are offered, maintained and provided by TickeTing. We refer to all of these as our “Services.” 

1.3 Hosts and Attendees. 

Through the Services, TickeTing provides a simple and quick means for registered users who are event hosts, planners and charitable organizations (“Hosts” or “you”) to create event registration, fundraising and other webpages related to their events, to promote those pages and those events and to sell tickets and registrations (or issue free registrations), related to those events to users who wish to make purchases or registrations from or to such events (including to free events) (“Attendees”).

2. Our Merchant Agreement.

2.1 Application. 

The following policy sets forth the terms and conditions upon which Hosts can use the Services to create, promote and/or collect sales proceeds for an event selling tickets and/or registrations (this “Merchant Agreement”). By accepting the Terms of Service, you agree to the terms of this Merchant Agreement without modification and enter into a binding contract with TickeTing, which will be applicable when and if you use the Services to create, promote and/or collect sales proceeds for an event selling tickets and/or registrations. 

2.2 Incorporation By Reference. 

This Merchant Agreement and the rights and obligations contained in this Merchant Agreement are in addition to and are incorporated into the Terms of Service by reference. Nothing in this Merchant Agreement shall be deemed to modify, waive, amend or rescind any other term of the Terms of Service.

3. Additional Registration Information.

3.1 Additional Information. 

As part of the creation of a paid event or at any time following such creation, you may be required by TickeTing to provide additional information (beyond the information required to register for the Services) about yourself, the entity you represent (if any) and the principals/beneficial owners of the entity you represent (if any) (collectively, “Additional Registration Data”). As an example, the Additional Registration Data may include current address, doing business as (DBA) names, description of products, website address, bank account or other payment account information, Tax Identification Numbers, date of birth, passport or drivers license number, country of origin, copies of government identification documents and other personal information. This information may be used to verify your identity, the validity and/or legality of your transactions and/or whether you qualify to use the Services for paid events. You agree to: (a) provide this information in a timely, accurate and complete manner and (b) maintain and promptly update this information in a timely manner to ensure it remains accurate and complete at all times. 

3.2 Disclosure Authorization. 

Host agrees that TickeTing is permitted to share Registration Data (as defined in the Terms of Use), Additional Registration Data and information relating to your events and transactions on the Services with our Payment Processing Partners (as defined below), the Card Schemes (as defined below) and Alternative Form of Payment Frameworks (as defined below) and with your bank or other financial institution, in each case to the extent your transactions or events involve such third parties. In addition, you authorize TickeTing to verify your Registration Data and Additional Registration Data and conduct due diligence on you through third parties, including third party credit reporting agencies, and the Police Commissioners Office. 

3.3 Failure to Provide. 

We reserve the right to suspend your TickeTing account or to withhold any amounts due to you in the event that we reasonably believe that your Registration Data or Additional Registration Data is inaccurate or if you fail to provide all Registration Data or Additional Registration Data within the timeframes requested.

4. Payment Methods; Payment Process.

4.1 Overview. 

(a) Payment Methods.

There is currently one type of payment processing option available to collect sales proceeds for paid events: (i) “TickeTing Payment Processing” or “TPP,” which consists of collecting all sales proceeds from ticket registration solicited via the Services (collectively, “Event Registration Fees”) in which TickeTing acts as Host’s limited payment collection agent for the purpose of collecting Event Registration Fees through its Payment Processing Partners (as defined below). 

(b) TickeTing’s Role.

To provide the TPP Service, TickeTing utilizes third party gateways, payment processors, merchant acquirers and/or merchant acquiring banks with which we have relationships (collectively, “Payment Processing Partners”) and both Hosts and TickeTing are subject to the rules and regulations of such Payment Processing Partners. For convenience, TickeTing shows you a balance of proceeds for your events in your TickeTing account, however, that balance merely reflects the amount of Event Registration Fees collected.

(c) Confirmations.

Upon an order being placed by an Attendee and confirmed through TickeTing, TickeTing generates a confirmation message and issues a unique confirmation number for such Attendee’s order. Host agrees to unconditionally accept, honor and fulfill all ticketing and registration commitments that have been confirmed by TickeTing through the Services, and it is the Host’s responsibility to verify an Attendee’s confirmation number and/or any event restrictions prior to the applicable event. 

(d) Fees.

The Host agrees to pay TickeTing all applicable service fees for each ticket or registration sold via the Services (the “TickeTing Service Fee”). Host also agrees to pay TickeTing the additional Payment Processing fee (the “Payment Processing Fee”) for each ticket or registration sold via the Services. The TickeTing Service Fee and the Payment Processing Fee varies based on subscription option chosen and  may also vary by country and the current fees can be found at https://ticketingevents.com/. Note that these fees are subject to change from time to time with respect to transactions that occur following the change. In addition, the Host may from time to time request additional Services from TickeTing, including without limitation, marketing and promotion services, equipment leasing, on-site services, and dedicated account management, which TickeTing may provide at its discretion and the terms of which will be covered by a separate written agreement. Fees for such ancillary Services (the “Ancillary Fees”) will be disclosed to the Host prior to the Host’s acceptance of such Services. The TickeTing Service Fee, the Payment Processing Fee and the Ancillary Fees are referred to herein as the “Fees.” 

4.2 Payment Processing. 

(a) Payment Process.

Payment processing occurs directly through our Payment Processing Partners. Within five (5) business days after the successful completion of an event, TickeTing will cause our Payment Processing Partners to pass along all Event Registration Fees related to such event that have been collected by our Payment Processing Partners, subject to (i) deduction of all applicable Fees then due; (ii) any other deductions authorized pursuant to this Merchant Agreement; and (iii) any reserves established as set forth in subsection (e) below. Such payouts will be made only to the payout information designated by Host on the Services under “Payment Options.” Payouts are made by electronic funds transfer (EFT), wire transfer or cheque. 

(b) Appointment as Agent. 

With respect to any events for which Host uses TPP, Host hereby appoints TickeTing as Host's limited payment collection agent solely for the purpose of collecting payments made by Attendees for such events through our Payment Processing Partners. Host agrees that a payment made by an Attendee to TickeTing shall be considered the same as a payment made by an Attendee directly to Host and Host will sell or provide all advertised goods and services to the Attendee as if Host had directly received the Event Registration Fees from such Attendee, regardless of whether the Event Registration Fees have yet to be received from TickeTing. Host agrees that in its role as limited agent, TickeTing is authorized to (i) enable Attendees to transfer or upgrade a ticket and/or registration (if such transfers are permitted by Host during the event registration process); (ii) hold, disburse and retain proceeds on Host’s behalf pursuant to this Merchant Agreement; (iii) issue refunds to Attendees as set forth in Section 4.4 below; and (iv) manage credit card chargebacks as set forth in subsection (g) below. In accepting appointment as the limited agent of Host, TickeTing assumes no liability for any acts or omissions of Host and Host understands that TickeTing’s obligation to pay Host is subject to and conditional upon receipt of the associated Event Registration Fees from Attendees. Host further authorizes TickeTing to delegate its obligations under this Merchant Agreement to certain of its affiliated entities both within and outside Antigua and Barbuda, provided, that TickeTing will remain liable for the discharge of its obligations under this Merchant Agreement by such affiliated entities. 

(c) Advances.

Host agrees that all Event Registration Fees for a given event are earned by Host only following conclusion of the applicable event. TickeTing, in its discretion, may determine to advance a portion of Event Registration Fees to Host prior to the period set forth in Section 4.3(b), on such terms and conditions as we may establish from time to time. Such terms will be agreed to by Host and TickeTing in a separate Addendum Agreement or separate terms and conditions made available at the time the advance is agreed to. Host agrees that any payments made by TickeTing of Event Registration Fees prior to the fifth (5th) business day after the end date of the applicable event are merely advances of amounts that may become due to Host under this Merchant Agreement and that TickeTing may demand back such advances (or any portion thereof) from time to time in its discretion based upon the level of refunds, disputed charges, chargebacks, customer complaints, allegations of fraud, changes in Host’s credit profile or the underlying event(s)’ risk profile, or breaches of the Terms of Service, including this Merchant Agreement. Upon receipt of notice of any such demand, Host shall thereupon promptly pay back to TickeTing the portion of any such advance demanded. 

(d) Cancellations; Nonperformance.

No payments shall be made to Host with respect to any event that is cancelled or with respect to which TickeTing believes there is a risk of cancellation or nonperformance, unless TickeTing receives adequate security (as determined by TickeTing in its discretion) for Host’s obligations under this Merchant Agreement. In addition, no Event Registration Fees for a given event shall be earned until that event is successfully completed. If payments have already been made to a Host for a cancelled event, Host will immediately refund to a payment address designated by TickeTing all such payments upon cancellation of such event for the purpose of effecting refunds if refunds are being made under Section 4.4. 

(e) Reserves.

TickeTing reserves the right to retain a certain percentage of Event Registration Fees (with such percentage being determined by TickeTing in its discretion) to fund a reserve (i) at any time as we determine in our discretion to be necessary based upon the level (or expected level) of refunds, disputed charges, chargebacks, customer complaints, allegations of fraud or changes in Host’s credit profile or the underlying event(s)’ risk profile; and (ii) as otherwise necessary to secure the performance of your obligations under the Terms of Service, including this Merchant Agreement. TickeTing’s right to hold a reserve shall continue following the applicable event(s) and until either (A) Host has discharged all obligations under the Terms of Service and the applicable periods for refunds, disputed charges, chargebacks, and complaints have passed or (B) Host has otherwise provided TickeTing with adequate security (as determined by TickeTing in its discretion) for its obligations under the Terms of Service, whether matured or unmatured, contingent or non-contingent, or liquidated or unliquidated. 

(f) Chargebacks; Reversals.

Any credit card chargebacks or other transaction reversals initiated against TickeTing or its affiliates for any reason (except to the extent they are caused solely by TickeTing’s negligence or willful misconduct) with respect to an Host’s event and all related credit card association, payment processing, re-presentment, penalty and other fees and expenses incurred by TickeTing or its affiliates in connection with such chargebacks shall ultimately be the responsibility of Host, and Host agrees to promptly and fully reimburse TickeTing for such amounts on demand. As part of TickeTing’s limited payment collection agency, TickeTing will use commercially reasonable efforts to manage the re-presentment of such chargebacks and reversals on behalf of Host and Host hereby authorizes TickeTing to do so and agrees to use reasonable efforts to cooperate with TickeTing in such re-presentment. However, TickeTing shall have no obligation to re-present any chargeback that it believes in its discretion it is more likely than not to lose or that relates to a transaction that should be refunded in accordance with the Host’s refund policy or the provisions of Section 4.4(c) below. Understanding the nature of the Payment Scheme Rules (as defined below) and the discretion that they provide to the Card Schemes and Alternative Form of Payment Frameworks, both parties agree that TickeTing’s loss of any chargeback that has been re-presented by TickeTing shall not in any way limit Host’s obligation to reimburse TickeTing and its affiliates under this paragraph. 

(g) Currencies.

TickeTing only provides the TickeTing Payment Processing Service for certain currencies and for Hosts in certain locations. In addition, Event Registration Fees collected in a currency may only be paid out to Host in the currency in which they are collected. TickeTing does not provide currency conversion services. Finally different payment options or payment methods may be available to you depending on the currency in which you collect Event Registration Fees and your location. 

(h) Payment Scheme Rules.

The Card Schemes and Alternative Form of Payment Frameworks require that you comply with all applicable bylaws, rules and regulations published by them from time to time (collectively, the “Payment Scheme Rules”). We may be required to change this Merchant Agreement in connection with amendments to the Payment Scheme Rules. You agree to comply with any applicable Payment Scheme Rules as in effect from time to time. These Payment Scheme Rules, include without limitation, a requirement to submit only bona fide transactions, limits on how you use the Card Scheme logos and trademarks and authorization to use certain of your information to show that you participate in the Card Schemes. The Payment Scheme Rules are publicly available from the websites of the related Card Schemes and Alternative Form of Payment Frameworks. 

4.3 Refunds. 

(a) Refund Policy and Process.

Host agrees to communicate a refund policy to Attendees with respect to each event posted on the Services that meets the requirements of the Attendee Refund Policy Requirements and to administer such policy in accordance with its terms and the Attendee Refund Policy Requirements. The Attendee Refund Policy Requirements are incorporated by reference into this Merchant Agreement. 

(b) Refund Disputes.

All disputes regarding refunds are between Host and its Attendees. In the event of a dispute, TickeTing may try to mediate, but ultimately it is Host’s obligation to settle the dispute. Notwithstanding the foregoing, TickeTing shall have the right to make refunds on Host’s behalf as set forth in subsection (c) below. 

(c) Mandatory Refunds.

Notwithstanding the foregoing, Host authorizes TickeTing to make refunds in the following situations (i) Host specifically authorizes the refunds at the time; (ii) TickeTing believes in its discretion that specific orders should be refunded under the Host’s posted refund policy or the Attendee Refund Policy Requirements, including without limitation, that they are required by applicable local, state, provincial, national or other law, rule or regulation or the Payment Scheme Rules; (iii) TickeTing believes in its discretion that the refund request, if not granted, will lead to a chargeback that TickeTing is more likely than not to lose; (iv) Host failed to list a refund policy for the applicable event and TickeTing believes in its discretion that a refund would be reasonable under the circumstances; (v) TickeTing believes in its discretion that specific orders are fraudulent (e.g., made with stolen credit cards or otherwise not bona fide transactions); or (vi) TickeTing believes in its discretion that the order is a duplicate. Host also authorizes TickeTing to make refunds of any and all orders (including those for unrelated events) if (A) TickeTing believes in its discretion that Host has engaged in any fraudulent activity or made any misrepresentations; (B) TickeTing believes in its discretion that there is substantial risk of nonperformance by Host with respect to the applicable event or future events; (C) TickeTing believes in its discretion that it is likely to receive complaints, refund requests, transaction reversals and/or chargebacks with respect to a substantial amount of orders; or (D) TickeTing believes in its discretion that Host is a Prohibited Merchant, has used the Services to process Prohibited Transactions or to manage Prohibited Events or that failing to make the refunds would otherwise expose TickeTing to legal liability. Because all sales are ultimately made by Hosts, Host hereby agrees to promptly and fully reimburse TickeTing and its affiliates upon demand for refunds that TickeTing makes pursuant to this Merchant Agreement, other than to the extent that the necessity for such refunds are caused by TickeTing’s negligence or willful misconduct. Host acknowledges and agrees that chargebacks will result in losses to TickeTing in excess of the amount of the underlying transaction and that by refunding transactions in advance of a chargeback TickeTing is mitigating such losses and its damages with respect to Host’s breach of this Merchant Agreement. 

4.4 Non-Exclusive Remedies; Taxes. 

(a) Non-Exclusive Remedies. 

In the event that Host fails to pay to TickeTing any amount owed pursuant to the Terms of Service (including without limitation this Merchant Agreement) when due and following a late payment notice being delivered by TickeTing, such amount shall bear interest calculated from the date due until paid in full at a rate equal to the lesser of (i) one percent (1%) per month, compounded monthly; and (ii) the maximum amount permitted by applicable local, state, provincial, national or other laws, rules or regulations. In the event any amounts are owed by Host to TickeTing under the Terms of Service (including without limitation this Merchant Agreement), TickeTing may, without limiting its other rights and remedies and to the extent permitted by applicable local, state, provincial, national or other laws, rules or regulations (A) withhold any amounts due to Host, whether for a particular event or for any other event that Host lists through the Services and use the withheld amount to setoff the amount owed by Host to TickeTing; and/or (B) send an invoice to Host for such amounts to the extent Host’s outstanding balance is insufficient to cover these costs, in which case Host shall pay TickeTing such invoiced amounts within thirty (30) days after the date of the invoice. If payment for any amounts due to TickeTing hereunder is not made by Host when due and after receiving a late payment notice from TickeTing, TickeTing reserves the right, in its discretion and without limiting its other rights and remedies, to suspend or terminate Host’s registration for the Services (including any and all accounts that Host may have). 

(b) Costs of Collection.

Host agrees to promptly and fully reimburse TickeTing upon demand for all out-of-pocket costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by TickeTing in collecting past due amounts from Host under this Merchant Agreement, the Terms of Service or otherwise. 

(c) Taxes. 

1. i. You are solely responsible for determining which, if any, sales, use, amusement, value added, consumption, excise and other taxes, duties, levies and charges (collectively, “Taxes”) apply to your use of the Services and you agree that it is your sole responsibility to, and that you will, collect, remit and report the correct amounts of all such Taxes to the applicable governmental authorities. If you do collect Taxes on the Services, those Taxes will be treated like Event Registration Fees and TickeTing will pay such amounts to you at the same time as the underlying Event Registration Fees. TickeTing cannot give you legal or tax advice, so please be sure to check with your own tax advisor about any applicable Taxes. In the event that a governmental authority requires TickeTing to pay any Taxes attributable to your use of the Services, you agree to promptly and fully reimburse TickeTing for such Taxes upon demand and all costs, penalties, interest and expenses related thereto. 
2. All Fees charged by TickeTing do not include any Taxes except to the extent that a Tax is expressly set forth in the applicable invoice or billing statement, and you agree to pay any Taxes that are imposed and payable on such Fees (other than those calculated based on TickeTing’s net income) to TickeTing. 
3. TickeTing reserves the right to withhold the payment of any amounts owed to you hereunder and dispose of them as required by applicable local, state, provincial, national or other law, rule, regulation, judgment or order, in each case as determined by TickeTing. 

4.5 Escheatment. 

If your account has had no activity for a period of time set forth in applicable unclaimed property (e.g., escheatment) laws and we hold funds related to your account, then we will notify you as required by applicable laws. If you do not claim your unclaimed funds within the timeframe notified to you, then we will escheat them to the applicable governmental authority in accordance with applicable laws.

5. Prohibited Events; Prohibited Transactions.

5.1 Prohibited Events. 

You may not post events to the Services that: 

1. violate or facilitate the violation of any applicable local, state, provincial, national or other law, rule or regulation; 
2. would be prohibited under the Payment Scheme Rules; 
3. contain any Content (as defined in the Terms of Use) that would violate the Terms of Use, including without limitation Section 7.1 of the Terms of Use. 

Any event that falls into any of the categories set forth above, as determined by TickeTing in its discretion, is a “Prohibited Event.” 

5.2 Prohibited Transactions. 

You may not use TPP to process any of the following transactions and you represent and warrant that you will not submit for processing through the Services: 

1. any transaction that would violate the Payment Scheme Rules; 
2. any transaction that is fraudulent or criminal in nature; 
3. any transaction that would constitute sending money to another party other than for the purchase of bona fide tickets or registrations for events. 

Any transaction that falls into any of the categories set forth above, as determined by TickeTing in its discretion, is a “Prohibited Transaction.” 

5.3 Remedies. 

In the event that TickeTing discovers that you have posted a Prohibited Event and/or that you have attempted to process or processed a Prohibited Transaction, then TickeTing may take any or all of the following actions in its discretion in addition to any and all remedies that TickeTing may have under the law or elsewhere in the Terms of Service: 

1. suspend or terminate your TickeTing account; 
2. alter, edit, or remove any Prohibited Event or any portion thereof; 
3. block, reverse or refund any or all of your transactions; 
4. hold any and all funds associated with your account to the extent required by applicable local, state, provincial, national or other law, rule, regulation, judgment or order; and 
5. refer you, your events and/or your transactions and information relating to the same to our Payment Processing Partners, the Card Schemes, the Alternative Form of Payment Frameworks and/or applicable law enforcement agencies for further action.

6. Representations And Warranties.

In addition to the representations and warranties contained herein, you represent and warrant to us that (a) if you represent an entity, that entity is duly organized, validly existing and in good standing under the laws of the state, province or country of its formation; (b) you, or the entity you represent (if applicable), have all requisite power and authority to enter into this Agreement and to carry out the transactions contemplated hereby; (c) the entering into and performing of this Agreement by you, or if you represent an entity by the entity you represent, will not result in any breach of, or constitute default under, any applicable local, state, provincial, national or other law, rule, regulation, judgment or order, or other agreement to which you or it is a party, including without limitation, any other agreement for the sale of tickets or registrations; and (d) if you represent an entity, you have the full right, legal power and actual authority to bind such entity to the terms and conditions hereof.

7. Termination.

In addition to our right to terminate your use of the Services under the Terms of Use, TickeTing may terminate this Merchant Agreement and your right to use the Services to create, promote and collect sales proceeds for a paid event (a) if you are in violation or breach of any provision of this Merchant Agreement; or (b) if our Payment Processing Partners and/or the Card Schemes or Alternative Form of Payment Frameworks terminate our right to provide the Payment Processing Service or your right to accept payments via the Payment Processing Service in their sole discretion.