Client Obligations. (a) Throughout the Term, Client shall: (i) ensure that Event(s) shall be organized and fulfilled by Client in accordance with Applicable Laws at all times; (ii) fully comply with all its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; (v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vi) ensure that all advertising and promotional material for Event(s) shall include the Booking Information, and ensure that, unless otherwise agreed, the position of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances. (b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, and to fully perform its obligations thereunder; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, including without limitation domestic and foreign anti-corruption laws. (c) Client hereby represents and warrants that Client has the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s). (d) SeeTickets shall sell Tickets on behalf of Client for Event(s), and SeeTickets shall charge the Customer the Ticket Price in respect of such Tickets on behalf of Client. (e) During the Term, Client shall not, individually or as part of a group, permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified. (f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking Terms, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking Terms and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking Terms will apply to Customer's booking. Client acknowledges that it has reviewed SeeTickets’ Booking Terms and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time. (g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or before the time of purchase. (h) Client shall be responsible for all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards. (i) SeeTickets does not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk. (j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s); (ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, ensure that the website as set out in the Booking Information is available at all times while Tickets are available for sale, in order to enable Customers to book Tickets, obtain Event(s) information and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise with Client in respect of sales figures for Event(s) and other day-to-day issues. (k) Client may require SeeTickets to print Tickets for Event(s) for sale by Client or by a third party nominated by Client on such additional terms and conditions as the Parties may agree acting reasonably and subject to the payment of the Printed Ticket Fee by Client to SeeTickets. (l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactions. In the event of any such occurrence prior to the date of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers. (m) Any returned Tickets may be resold as Tickets in accordance with the Agreement.
Appears in 3 contracts
Sources: Seetickets Service Agreement, Seetickets Service Agreement, Seetickets Service Agreement
Client Obligations. (a) Throughout the Term, Client shall: (i) ensure that Event(s) shall be organized and fulfilled by Client in accordance with Applicable Laws at all times; (ii) fully comply with all its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; if
(v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vi) ensure that all advertising and promotional material for Event(s) shall include the Booking Information, and ensure that, unless otherwise agreed, the position of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances.
(b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, and to fully perform its obligations thereunder; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, including without limitation domestic and foreign anti-corruption laws.
(c) Client hereby represents and warrants that Client has the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s).
(d) SeeTickets shall sell Tickets on behalf of Client for Event(s), and SeeTickets shall charge the Customer the Ticket Price in respect of such Tickets on behalf of Client.
(e) During the Term, Client shall not, individually or as part of a group, permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified.
(f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking TermsSeeTickets US Terms of Purchase, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking SeeTickets US Terms of Purchase and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking SeeTickets US Terms of Purchase will apply to Customer's bookingpurchase. Client acknowledges that it has reviewed SeeTickets’ Booking SeeTickets US Terms of Purchase and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time.
(g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or before the time of purchase.
(h) Client shall be responsible for all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards.
(i) SeeTickets does not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk.
(j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s);
(ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, SeeTickets shall ensure that the website as set out in the Booking Information is available at all times while Tickets are available for sale, in order to enable Customers to book Tickets, obtain Event(s) information and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise with Client in respect of sales figures for Event(s) and other day-to-day issues.
(k) Client may require SeeTickets to print Tickets for Event(s) for sale by Client or by a third party nominated by Client on such additional terms and conditions as the Parties may agree acting reasonably and subject to the payment of the Printed Ticket Fee by Client to SeeTickets.
(l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactions. In the event of any such occurrence prior to the date of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers.
(ml) Any returned Tickets may be resold as Tickets in accordance with the Agreement.
(m) Any Event that is on sale prior to the end of this Agreement will remain on sale exclusively with See Tickets until this Event takes place.
(n) In respect of the fulfillment of Tickets in the U.S.A, SeeTickets will charge Customers the following Shipping Fee per order. (o) SeeTickets maintains a network of affiliate websites who automatically push sales for the Client. For each Ticket purchased through a referral program SeeTickets is authorized to collect up to an additional Fifty Cents ($0.50).
(p) SeeTickets shall be entitled to increase the Shipping Fee, Printed Ticket Fee, Credit Card Processing Fee and price per RFID Bracelet or other fees to the extent such fees are affected by third party price increases (e.g., the US Postal Service). SeeTickets shall inform Client in advance of such fee increases, and shall not increase the fees for Events that are already on-sale.
(q) Client acknowledges SeeTickets’ employees are required to follow the VH1 Group Code of Conduct published at this link [▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/client-terms/] and agrees to make reasonable efforts to encourage his employees to behave accordingly.
Appears in 2 contracts
Sources: Seetickets Service Agreement, Seetickets Service Agreement
Client Obligations. Client must: (a) Throughout use the Termequipment in conjunction with the Services provided by Provider (hereinafter “Equipment”) (b) provide Provider and its contractors with access to the Equipment (physical and logical) at all times and all hours (c) report detected Equipment failures and provide information requested by Provider, its contractors, Provider’s designated point of contact, that is necessary or useful for Provider to perform its obligations hereunder (d) provide Provider and its contractors with access to Client facilities, overhead and under floor cable ducts, installation sites and Equipment as may be necessary or useful for Provider to perform its obligations hereunder, including but not limited to the Equipment (e) endorse Client’s name upon any Uniform Commercial Code filings reasonably necessary to protect the interests of Provider, its contractors or assignees, if any, in the Equipment. Consistent with this obligation, Client shall: hereby authorizes Provider or its assignee to endorse Client’s name upon any such Uniform Commercial Code filings (f) obtain, as may be necessary, all permits, licenses, variances and other authorizations required by state and local jurisdictions for installation and operation of the Equipment (g) provide adequate building, space, circuitry, and power in accordance with the standards established by Provider or the Equipment manufacturer for proper installation and operation of the Equipment located on Client premise (h) provide back-up power to the Equipment in the event of a power failure, interruption or outage, if Client desires such back-up power for Equipment located on Client premise (i) ensure provide a well-lighted and safe working area that Event(s) shall be organized and fulfilled by Client in accordance with Applicable Laws at all times; (ii) fully comply complies with all local safety standards and regulations for Provider employees and its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; contractors (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; (v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vij) ensure that all advertising and promotional material for Event(s) shall include any unit of Equipment is free of any encumbrances at the Booking Informationtime of an exchange or removal, and ensure that, unless otherwise agreed, remove all external attachments or objects from the position unit of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating Equipment to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances.
(b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, and to fully perform its obligations thereunder; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, including without limitation domestic and foreign anti-corruption laws.
(c) Client hereby represents and warrants that Client has the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s).
(d) SeeTickets shall sell Tickets on behalf of Client for Event(s), and SeeTickets shall charge the Customer the Ticket Price in respect of such Tickets on behalf of Client.
(e) During the Term, Client shall not, individually or as part of a group, permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified.
(f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking Terms, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking Terms and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking Terms will apply to Customer's booking. Client acknowledges that it has reviewed SeeTickets’ Booking Terms and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time.
(g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or replaced before the time of purchase.
(h) exchange. Client shall be responsible for gives up all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of rights to any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards.
(i) SeeTickets does items not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk.
(j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s);
(ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, ensure that the website as set out in the Booking Information is available at all times while Tickets are available for sale, in order to enable Customers to book Tickets, obtain Event(s) information and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise with Client in respect of sales figures for Event(s) and other day-to-day issues.
removed (k) Client may require SeeTickets not enter into any contract obligation or any other act or omission (either before or after agreeing to print Tickets for Event(sthese terms) for sale by Client or by a third party nominated by Client on such additional inconsistent with its obligations under these terms and conditions as the Parties may agree acting reasonably and subject to the payment of the Printed Ticket Fee by Client to SeeTickets.
(l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactions. In the event of any such occurrence prior to the date of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers.
(m) Any returned Tickets may be resold as Tickets in accordance with the Agreement.conditions
Appears in 2 contracts
Sources: Data Center Services Agreement, Data Center Services Agreement
Client Obligations. (a) Throughout the Term, The Client shall: comply in all respects with the Qualifying Standards; immediately inform SA Cert upon becoming aware of any infringement or breach of any obligations on the Client whether under this Agreement or not, including under the Qualifying Standards or scope of certification and any restrictions set out in the Certificate of Registration; not make claims of being consistent or conforming (ipartly or in whole) ensure with the Qualifying Standards until and unless the Certificate of Registration is granted; promptly, and at no more than 10 days from the date of change, notify SA Cert of any material changes to their address, contact details, changes to structure or management (where such changes relate to the implementation of the Qualifying Standards); immediately notify SA Cert of any change to the ownership or beneficial ownership of the Client; not market with any Scheme Logos or Trademarks any products not specifically noted in the Certificate of Registration; permit SA Cert, SA Cert’s Accreditors and/or Scheme Owners access to the Sites, Documents, equipment, records (including complaints), contractors and personnel that Event(sSA Cert or its Accreditors or Scheme Owners shall determine necessary to access. Such visits will be during normal working hours and may be made at short notice or without prior notice to check compliance to the Qualifying Standards or, for example, in response to complaints received by SA Cert, Accreditors and/or Scheme Owners. permit SA Cert, SA Cert’s Accreditors and/or Scheme Owners to enter the Sites (or procure that SA Cert, SA Cert’s Accreditors and/or Scheme Owners may enter any Sites which are not owned or occupied by the Client) shall be organized and fulfilled take any required samples for analysis at any reasonable time without prior notice; allow anyone specified by Client SA Cert to attend any Audit as an observer if the Client’s justification for not allowing them is not accepted by SA Cert; permit SA Cert to subcontract the inspection and the analysis of the samples taken in accordance with Applicable Laws at all times; (ii) fully comply with all its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; (v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vi) ensure that all advertising and promotional material for Event(s) shall include the Booking Information, and ensure that, unless otherwise agreed, the position of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances.
(b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, Clause 5.1.8 and to fully perform its obligations thereunderallow such subcontractors the same access and other rights as if they were SA Cert; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, the Qualifying Standards (including without limitation domestic any conditions notified to the Client and foreign antidetailed in relation to any non-corruption laws.
(c) Client hereby represents and warrants that Client has compliances within the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s).
(d) SeeTickets shall sell Tickets on behalf of Client for Event(stimes specified), and SeeTickets shall charge requests in using the Customer Scheme Logos and Trademarks (including those notified by SA Cert or the Ticket Price Scheme Owner); permit SA Cert the right to use information which is brought to its attention, to follow up on misuses of any Scheme Logos or Trademarks or other Intellectual Property associated with the Qualifying Standards; take appropriate action to address all complaints received about the Client, and/or its adherence to the Qualifying Standards, and keep a record of the actions taken by the Client to address those complaints and provide all such information to SA Cert upon request; not use any other certification mark, trademark, sign or indication confusingly similar to any Scheme Logo or Trademark or any Intellectual Property owned or used by SA Cert, or the Scheme Owner, or any of its group companies for any purpose; only reproduce copies of its Certificate of Registration and any other formal certification documents in respect their entirety; disclose all current or previous applications or certifications with the Qualifying Standards or other similar schemes (whether or not successful) in the last five years; submit to SA Cert, upon request, samples of the Client's proposed labels and printed packaging which makes use of any Scheme Logos or Trademarks prior to printing or using such Tickets items or in any marketing materials for SA Cert to approve. The Client will make any changes or modifications as required by SA Cert; not do anything to bring SA Cert, its Accreditors or Scheme Owners name or reputation into disrepute and not make any statement regarding its certification that may be considered misleading or unauthorised; permit SA Cert to exchange information on behalf the Client with other Certification Bodies where the Client is also certified by the Certification Body or to provide any information on the Client required for SA Cert to comply with its regulatory obligations; where any documents are not in the English language, provide an accurate and complete translated version of Client.
(e) During the Term, Client shall not, individually any such documents as SA Cert may request or as may be required as part of the Qualifying Standards; send to SA Cert a groupcompleted certified sales declaration upon request from SA Cert; inform their buyers in writing in case of a product losing its organic status; and [where applicable], permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified.
(f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking Terms, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking Terms and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking Terms will apply to Customer's booking. Client acknowledges that it has reviewed SeeTickets’ Booking Terms and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time.
(g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or before the time of purchase.
(h) Client shall be responsible for all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards.
(i) SeeTickets does not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk.
(j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s);
(ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, ensure that the website as set out in the Booking Information is available at all times while Tickets are available for sale, in order to enable Customers to book Tickets, obtain Event(s) information and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise with Client in respect of sales figures for Event(s) and other day-to-day issues.
(k) Client may require SeeTickets to print Tickets for Event(s) for sale by Client or by a third party nominated by Client on such additional terms and conditions as the Parties may agree acting reasonably and subject to the payment set out at Schedule 1 of the Printed Ticket Fee by Client to SeeTickets.
(l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactionsthis Agreement. In the event that a Certificate of Registration is suspended or revoked by SA Cert or this Agreement is terminated for any reason by either party, the Client shall co-operate with SA Cert and (at the Client’s own expense) shall (or shall procure that such actions are taken where required) immediately on notice from SA Cert to the Client: cease to make or allow to be made any use of the Scheme Logo, Trademarks or SA Cert's Intellectual Property Rights; cease to sell or allow to be sold any products which are labelled or marked using the Scheme Logos or Trademarks; cease to make any claims that imply that the Client or anything it produces, or allows to be produced, comply with the requirements of the Qualifying Standards; cease to make any claims or references to the Qualifying Standards and withdraw any existing marketing material that makes such a claim or reference; remove all uses of SA Cert’s Intellectual Property, the Scheme Logos or Trademarks. The Client hereby indemnifies SA Cert against any and all direct or indirect losses (of whatever nature), costs, claims, demands, expenses and other liabilities (including any tax) which SA Cert and/or any group company of SA Cert incurs or suffers from time to time arising out of or in connection with any misrepresentation or breach of any such occurrence prior to the date term of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers.
(m) Any returned Tickets may be resold as Tickets in accordance with the this Agreement.
Appears in 2 contracts
Client Obligations. (a) Throughout the Term, Client shall: (i) ensure that Event(s) shall be organized and fulfilled by Client in accordance with Applicable Laws at all times; (ii) fully comply with all its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelledcanceled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; ((v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vi) ensure that all advertising and promotional material for Event(s) shall include the Booking Information, and ensure that, unless otherwise agreed, the position of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances.
(b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, and to fully perform its obligations thereunder; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, including without limitation domestic and foreign anti-corruption laws.
(c) Client hereby represents and warrants that Client has the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s).
(d) SeeTickets shall sell Tickets on behalf of Client for Event(s), and SeeTickets shall charge the Customer the Ticket Price in respect of such Tickets on behalf of Client.
(e) During the Term, Client shall not, individually or as part of a group, permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified.
(f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking TermsSeeTickets US Terms of Purchase, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking SeeTickets US Terms of Purchase and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking SeeTickets US Terms of Purchase will apply to Customer's bookingpurchase. Client acknowledges that it has reviewed SeeTickets’ Booking SeeTickets US Terms of Purchase and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time.
(g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or before the time of purchase.
(h) Client shall be responsible for all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards.
(i) SeeTickets does not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk.
(j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s);
(ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, SeeTickets shall ensure that the website as set out in the Booking Information is available at all times while Tickets are available for sale, in order to enable Customers to book Tickets, obtain Event(s) information and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise with Client in respect of sales figures for Event(s) and other day-to-day issues.
(k) Client may require SeeTickets to print Tickets for Event(s) for sale by Client or by a third party nominated by Client on such additional terms and conditions as the Parties may agree acting reasonably and subject to the payment of the Printed Ticket Fee by Client to SeeTickets.
(l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactions. In the event of any such occurrence prior to the date of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers.
(ml) Any returned Tickets may be resold as Tickets in accordance with the Agreement.
(m) Any Event that is on sale prior to the end of this Agreement will remain on sale exclusively with SeeTickets until this Event takes place.
(n) In respect of the fulfillment of Tickets in the U.S.A, SeeTickets will charge Customers the following Shipping Fee per order. (o) SeeTickets maintains a network of affiliate websites who automatically push sales for the Client. For each Ticket purchased through a referral program SeeTickets is authorized to collect up to an additional Fifty Cents ($0.50).
(p) SeeTickets shall be entitled to increase the Shipping Fee, Printed Ticket Fee, Credit Card Processing Fee and price per RFID Bracelet (or other fees) to the extent such fees are affected by third party price increases (e.g., the US Postal Service, labor, etc). SeeTickets shall inform Client in advance of such fee increases (except the annual Customer Fee increase stipulated above), and shall not increase the fees for Events that are already on-sale.
(q) Client acknowledges SeeTickets’ employees are required to follow the VH1 Group Code of Conduct published at this link [▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/client-terms/] and agrees to make reasonable efforts to encourage his employees to behave accordingly.
(r) Client acknowledges SeeTickets’ onsite equipment requires dedicated internet/wifi signal for the use by SeeTickets equipment for box office sales and scanning. Under no circumstances will SeeTickets accept hotspots or similar localized wifi deployments as adequate for on-site operational purposes. For major events, SeeTickets team may bring a backup system. If backup is used due to inadequate internet/wifi provided by Client, Client agrees to pay the rental of $750 for such internet/wifi provision.
(s) Client shall be solely responsible for ensuring the accuracy of the checkout value for all Ticket types for all Events placed on sale on the SeeTickets platform. The checkout value includes Face Value and all fees (including Facility Fees). In an instance where Face Value and/or Facility Fees are inaccurate following an Event on sale, the client will be responsible for the financial impact of any error.
(t) Client acknowledges that ID&C will be the default RFID and cashless wristband provider when applicable, unless the Client and SeeTickets have agreed in writing that another provider can be utilized. In this instance, Client shall be responsible for confirming that the approved alternative vendor can provide wristbands shall conform with the SeeTickets platform requirements, shall have UID numbers that shall not be duplicative of any other UIDs provided by ID&C to SeeTickets. In addition, the alternative vendor must provide SeeTickets with sample wristbands to test in advance of fulfillment, with such timing determined by SeeTickets in its sole discretion. Any failure to meet the above requirements shall be the sole responsibility of the Client, including Client incurring the cost of purchasing replacement wristbands that work with the SeeTickets platform.
Appears in 1 contract
Sources: Seetickets Service Agreement
Client Obligations. In addition to any other Client requirements in the Proposal, the Client warrants that it will:
(a) Throughout ensure that its User(s) have the Termrelevant training to enable interaction with Crofti in performing the Services;
(b) use reasonable endeavours to ensure Crofti is kept informed of changes to the Client’s business operations relevant to these Standard Terms to allow effective planning and scheduling of resources by Crofti;
(c) use reasonable endeavours to, at its own expense:
(1) carry out initial error diagnosis and, where applicable, take appropriate corrective action in repeat of known errors;
(2) report errors and faults promptly and provide information, including documentation relevant to the diagnosis of such errors and faults;
(3) promptly apply all information, documentation and actions advised by Crofti;
(4) comply strictly with all Crofti Policies as amended from time to time;
(5) keep Crofti informed of any extraordinary use made of the products and, if required, supply relevant detailed information on such uses. This material shall be used only for the purpose of diagnosing faults and shall be treated as confidential; and
(6) recreate the circumstances in which a report fault occurred or provide screen captures;
(d) provide Crofti will all reasonable information and access to its premises, Sites, computer and network systems in order for Crofti to provide the Services;
(e) use reasonable endeavours to promptly notify Crofti of any event or incidents that is likely to or will impact on the provision of the Services or any other obligation of Crofti (including but not limited to Exceptional Circumstances);
(f) pay the Client shall: Investment and any other fees and outlays invoiced in accordance with these Standard Terms and the Proposal;
(g) pay Crofti’s reasonable time and expenses incurred in the provision of such Support Services onsite where requested by the Client or required in an urgent situation as determined by Crofti;
(h) use reasonable endeavours to comply with the back-up procedures recommended by Crofti; and
(i) ensure that Event(s) shall be organized and fulfilled by Client in accordance with Applicable Laws at all times; (ii) fully comply with all its obligations to Customers in relation to Event(s) arising from the sale of Tickets by SeeTickets on Client's behalf; (iii) fully comply with any reasonable requests for information from SeeTickets regarding the status direction of Event(s) and/or Client's creditworthiness; (iv) inform SeeTickets as soon as possible if any individual Event for which Tickets are or have been made available by SeeTickets will or may be cancelled, postponed or otherwise fulfilled in a manner different to previously promoted or marketed; (v) provide SeeTickets with accurate and up-to-date information in respect of Event(s), including, without limitation detailed seating plans and information relating to capacity and (where relevant) seating configuration and pricing; (vi) ensure that all advertising and promotional material for Event(s) shall include the Booking Information, and ensure that, unless otherwise agreed, the position of the Booking Information on such material is no less prominent than any other bookings telephone number or website address on the material; (vii) promptly and efficiently deal with any complaint, dispute or after-sales inquiry relating to Tickets or SeeTickets raised by a Customer of which Client becomes aware; and (viii) give SeeTickets reasonable notice if at any time it expects that the volumes of sales of Tickets will be materially higher or lower than the volumes that SeeTickets would expect under normal circumstances.
(b) Client represents and warrants that: (i) it has the full right and authority to enter into the Agreement, to grant the rights granted therein, and to fully perform its obligations thereunder; (ii) all Tickets sold pursuant to the Agreement may be lawfully sold by SeeTickets; (iii) it shall be responsible for obtaining all licenses, registrations, permits or approvals necessary or advisable for the promotion and sale of Tickets by SeeTickets; (iv) all information provided by Client to SeeTickets, including without limitation financial statements, settlement reports, Ticket sales data, schedules of Event(s) expenses, entity ownership information, and Venue contracts, whether verbally or in writing, is true; and (v) it shall comply with all Applicable Laws, including without limitation domestic and foreign anti-corruption laws.
(c) Client hereby represents and warrants that Client has the sole right to control ticketing for, and appoint SeeTickets as exclusive ticketing agent for, Events(s).
(d) SeeTickets shall sell Tickets on behalf of Client for Event(s), and SeeTickets shall charge the Customer the Ticket Price in respect of such Tickets on behalf of Client.
(e) During the Term, Client shall not, individually or as part of a group, permit any person or entity, other than SeeTickets, to sell Tickets on behalf of Client for Event(s), regardless of the name by which Event(s) is/are identified.
(f) Client is entirely responsible for Event(s) and for the availability to Customers of all relevant information, terms, conditions and rules. SeeTickets will sell Tickets on SeeTickets' Booking Terms, which will require Customers to observe Event(s) terms, conditions and rules. To the extent there is any conflict between SeeTickets' Booking Terms and any Event(s) terms, conditions or rules, Client agrees that SeeTickets' Booking Terms will apply to Customer's booking. Client acknowledges that it has reviewed SeeTickets’ Booking Terms and agrees to comply with all of the stated terms and conditions therein, as well as with any revisions to such terms and conditions which may be made in SeeTickets’ sole discretion and notified to Client from time to time.
(g) Client shall notify to SeeTickets in advance of the sale of any Tickets, any significant, onerous or unusual terms or restrictions relating to Event(s) or the sale of Tickets, including (but not limited to) any age or eligibility restrictions that it requires SeeTickets to advise Customers purchasing Tickets, and SeeTickets shall use reasonable efforts to highlight such terms to Customers at or before the time of purchase.
(h) Client shall be responsible for all Chargebacks resulting from Ticket sales for Event(s) and shall indemnify SeeTickets and SeeTickets’ Affiliates for the amount of any Chargeback and all charges, costs and other losses connected to such Chargeback. SeeTickets shall take reasonable measures to minimize the risk of Chargebacks resulting from fraudulent use of credit and debit cards.
(i) SeeTickets does not undertake to procure or to guarantee any minimum or maximum volume of Ticket sales. The volume of Ticket sales shall be entirely at Client’s risk.
(j) Throughout the Term, SeeTickets shall: (i) subject to clauses (ii) and (iii) below, use reasonable efforts to make Tickets available for sale for Event(s) as soon as possible following written notification by Client of all the relevant details of Event(s);
(ii) ensure that the telephone bookings number, as set out in the Booking Information, is available 11 hours per day (Mon-Sat, with urgent email reply available all day Sunday) while Tickets are available for sale, providing a live operator call-center service for customer service inquiries and Event(s) information; provided, that SeeTickets shall not be required to provide such service on December 25th of any year; (iii) subject to reasonable scheduled downtime for maintenance or system upgrades and otherwise to website accessibility disruptions beyond SeeTickets’ reasonable control, ensure that the website as set out in the Booking Information is available at all times while Tickets are available for saleCrofti, in order for Crofti to enable Customers to book Tickets, obtain Event(s) information perform the Services and submit inquiries in relation to Event(s) online; and (iv) appoint a client services representative in respect to Event(s) to liaise comply with Client in respect of sales figures for Event(s) and other day-to-day issues.
(k) Client may require SeeTickets to print Tickets for Event(s) for sale by Client or by a third party nominated by Client on such additional terms and conditions as the Parties may agree acting reasonably and subject to the payment of the Printed Ticket Fee by Client to SeeTickets.
(l) SeeTickets shall use its experience and knowledge to take reasonable steps to limit the possible exposure to both Parties of credit card fraud and other fraudulent transactions. In the event of any such occurrence prior to the date of an individual Event, SeeTickets may seek the agreement of Client (not to be unreasonably withheld or delayed) for the cancellation of Tickets sold for resale to alternative Customers.
(m) Any returned Tickets may be resold as Tickets in accordance with obligations under the Agreement.
Appears in 1 contract
Sources: Standard Terms Agreement