GoFan TERMS OF USE

 

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE WEBSITE OR THE APP.

1 INTRODUCTION

Welcome to GoFan.  GoFan is an interactive online platform that offers marketing, ticketing and promotional services to primary, secondary, and higher education markets  (“GoFan Service”) and is operated by Huddle Tickets, LLC. ("Huddle", "us", "we", or "our").  These "Terms of Use" apply to the GoFan website located at https://gofan.co/, or at another URL as Huddle may designate from time to time, the related GoFan mobile application and other interactive features or downloads that are operated by us and are available through, or interact with, such GoFan website or GoFan mobile application (“Mobile Application”) (collectively, "Website(s)"), however accessed and/or used, whether via personal computers, mobile devices, or otherwise (collectively, "Device(s)").  As used in these Terms of Use, the term “you” or “your” refers to each user accessing the Website.  If you do not agree with any of the terms or conditions in these Terms of Use, you must not access or use the Website.

2 TERM

By accessing or using our Website, you agree to be bound by GoFan’s Terms of Use, and upon your initial access to or use of our Website, the term of these Terms of Use (the “Term”) will begin.  The Term will continue for as long as you continue to access or use our Website and for as long as you have a GoFan account (your “Account”), which may be until you close or we terminate your Account in accordance with these Terms of Use, whichever happens first.

From time to time, we may make revisions to these Terms of Use and the policies relating to the GoFan Service.  We will provide notice of such revisions either by revising these Terms of Use and indicating at the top of this page the date these Terms of Use were last revised or by sending an email to the email address associated with your Account, or both.  You agree that it is your responsibility to visit these Terms of Use periodically to review any such revisions.  Changes to these Terms of Use will be effective on the date noted in the posting and/or email we send to you.  By continuing to access or use the Website after revisions are effective, you accept and agree to abide by them.   

You agree that these Terms of Use are supported by good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge.  Such consideration includes, without limitation, your accessing the Website and use of the GoFan Service.

3  THE WEBSITE AND GOFAN SERVICE; INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that Huddle and/or its licensors own all legal right, title and interest in and to the Website, including, but not limited to, graphics, user interface, scripts and software used to implement the Website, and any software provided to you as a part of and/or in connection with the Website (including but not limited to the Website as provided through a mobile application) (the "Software"), which includes any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist.  You further agree that the Website (including the Software or any other part thereof) contains proprietary and confidential information that is protected by applicable intellectual property and other laws, including, but not limited to, copyright.  You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the Website in compliance with these Terms of Use.  No portion of the Website may be reproduced in any form or by any means, except as expressly permitted in these Terms of Use.

3.1   Copyright License.
Huddle and/or its licensors grant you a personal, non-exclusive, non-transferable, limited license to use the Website and Software embedded therein as provided to you as a part of the Website and in accordance with these Terms of Use and any instructions we may include on the Website or issue from time to time. You shall not (and shall not permit anyone else to) download, copy, modify, rent, loan, distribute, create a derivative work of, reverse engineer, decompile, or otherwise attempt to discover the source code (unless expressly permitted or required by law); or sell, lease, sublicense, assign, grant a security interest in or otherwise transfer any right in the Software; and you shall not exploit the Website in any unauthorized way whatsoever, including, but not limited to, by circumventing, removing, altering, deactivating, degrading or thwarting any of the protections in the Website; trespass; or burdening network capacity.  You may not download, modify, copy, distribute, transmit, publicly display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Website without our express written consent.  THE USE OF THE SOFTWARE OR ANY PART OF THE WEBSITE, EXCEPT FOR USE OF THE WEBSITE AS PERMITTED IN THESE TERMS OF USE, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT INFRINGEMENT.

3.2   Trademark Information.
Huddle and other Huddle trademarks, service marks, graphics, and logos used in connection with the Website may be service marks or registered service marks of Huddle.  Other trademarks, service marks, graphics, and logos used in connection with the Website and GoFan Service, including but not limited to the logos of the affiliate schools (“Affiliate(s)”) on such Affiliate’s page on the Website, may be the trademarks of their respective owners.  You are not granted any right or license in any of the aforesaid trademarks, and further agree that you shall not remove, obscure, or alter any proprietary notices (including trademark and copyright notices) that may be affixed to or contained within the Website.

4  YOUR ACCOUNT

As a registered user of the Website, you have established an Account with Huddle.  In order to use the GoFan Service, you must enter the email address and password that you used to sign up for the GoFan Service and to authenticate your Account or to sign in using your Facebook page and Facebook’s single sign-on service, as described in Section 4.2 below.  You agree and confirm that you provided accurate and complete information when you registered with the GoFan Service (“GoFan Registration Data"), and you agree to update your GoFan Registration Data to keep it accurate and complete.  Failure to provide accurate, current and complete GoFan Registration Data may result in the suspension and/or termination of your Account.  You acknowledge and agree that Huddle will use the GoFan Registration Data you provide for use in maintaining your Account and that Huddle may, in our sole discretion, refuse service, terminate accounts of any users, and change eligibility requirements at any time.

Do not reveal your Account information to anyone else.  You are solely responsible for maintaining the confidentiality and security of your Account and for all activities that occur on or through your Account, and you agree to immediately notify Huddle of any security breach of your Account.  You further acknowledge and agree that you should not share your Account and/or password details with another individual.  Provided we have exercised reasonable skill and due care, Huddle shall not be responsible for any losses arising out of the unauthorized use of your Account resulting from you not following these rules.

In order to use the Website or GoFan Service, you must not be based in Cuba, Iran, North Korea, Syria, or any other country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist-supporting” country.  You also must not be located in the European Union at the time you access or use the Website.

The Mobile Application or its underlying technology may not be downloaded to or exported or re-exported outside of the United States.

4.1   Age Restrictions and Use of Service.
You must be thirteen (13) years of age or older to use the Website.  By using the Website, you represent that you are thirteen (13) years of age or older, and that you will not permit a minor under the age of thirteen (13) to use the Website, your Account, or otherwise interact with the Website. Huddle will never knowingly solicit or accept Personally Identifiable Information (as defined herein) or User Content (as defined in Section 14 below) from a user or visitor who Huddle knows is under thirteen (13) years of age. “Personally Identifiable Information” includes any information that may be used to specifically identify or contact you, such as your name, cell phone number, email address, student identification number, credit card information, and other types of personally identifiable information that we collect about you or you provide to us.  If Huddle discovers that a user under thirteen (13) years of age has created an account, or that a user or visitor under thirteen (13) years of age has posted Personally Identifiable Information or User Content to the Website, Huddle will terminate the account and remove the information or User Content.

If you are between thirteen (13) and eighteen (18) years of age, you need permission from a parent or guardian to use the Website. Users between thirteen (13) and eighteen (18) years of age may utilize an Account established by their parent or legal guardian, with such parent or guardian’s approval.  If you permit your child or legal ward between thirteen (13) and eighteen (18) years of age (“Child”) to use the Website, you hereby agree to these Terms of Use on behalf of both yourself and your Child.  You further agree that you are solely responsible for any and all use of the Website by your Child, regardless of whether you authorized such use.

4.2   Single Sign-on.
You can log in to our Website using single sign-on services such as Facebook Connect or VNN (a school sports marketing and communications platform).  These services will authenticate your identity and provide you the option to share certain Personally Identifiable Information with us, such as your name and email address, to pre-populate our sign up form.  Services like Facebook Connect give you the option to post information about your activities on our Website to your Facebook profile page to share with others within your network.  Before you log in to our Website using a sign-on service, we will ask you to confirm that you consent to your login information being shared with such sign-on service.

5  ONLINE MARKETPLACE

The GoFan Service allows you to buy and Affiliates to sell event tickets (“Ticket(s)”) and spirit wear or other branded merchandise (“Merchandise”) through our online marketplace.  The GoFan Service also allows you to register for summer camp, contribute to a fundraiser, and engage with other services offered by Affiliates (collectively, “Service(s)”).  The Affiliates (and not Huddle) set the prices for Tickets, Merchandise, and Services.  Huddle may provide pricing, shipping, listing and other guidance on the Website, and such guidance is solely informational (without any warranty as to accuracy).  Huddle has no control over and does not guarantee the safety or legality of the Tickets, Merchandise or Services; the truth or accuracy of the Affiliate’s content or listings; or the ability of an Affiliate to sell Tickets, Merchandise or Services or your ability to pay for them.  In no event shall Huddle be responsible for the provision of Tickets, Merchandise or Services provided by Affiliates.

6  BUYING TICKETS, MERCHANDISE, AND SERVICES

You are responsible for reading the complete listing before making a commitment to buy Tickets, Merchandise, or Services.  You cannot change or cancel any orders after the sale is complete.  Payment is remitted to Huddle and disbursed to the Affiliate according to our individual agreement with each Affiliate.  

All Ticket Sales are final and non-refundable.  The determination of whether any refunds are granted for cancelled events will be made on a case-by-case basis at the direction of the Affiliate. 

6.1   Fees and Other Charges.
You may be charged fees for buying Tickets, Merchandise or Services through the Website and/or otherwise using the GoFan Service (collectively referred to as "Convenience Fees").  Convenience Fees may vary depending on event type and location, type of Merchandise, and type of Service and may be changed at any time.  Convenience Fees or taxes, if applicable, may be disclosed to you prior to buying a Ticket, Merchandise, or Services.    

6.2   Payments.
Credit card transactions are handled by established third party banking institutions and processing agents.  Such third party banking institutions and processing agents receive the information needed to verify and authorize your credit card or other payment information.  Payments received for Tickets, Merchandise, and Services purchased via the GoFan Service are processed by such established third party banking institutions and processing agents on behalf of the Affiliate and credited to the Affiliate in accordance with Huddle’s individual agreement with each Affiliate.

Payments are due and payable immediately.  You can pay the full order amount, which includes any applicable Convenience Fees and taxes, using one of the accepted payment methods.

Your obligation to pay for a Ticket, Merchandise, or Service is satisfied when Huddle has received the payment in full.

6.3  Resale.
The GoFan Service cannot be used to resell Tickets, Merchandise, or Services that have already been sold, distributed or forwarded through the GoFan Service.

7  MOBILE TICKETS

Rather than bringing a print-at-home barcoded Ticket (“Printed Ticket”) or confirmation number to an event, some Affiliates’ events give you the option of having your Ticket delivered to your mobile Device through GoFan’s mobile application (“Mobile Ticket”).  There are also some events wherein the only Ticket that will be accepted is a Mobile Ticket.

Mobile Tickets will be stored on your Account.  If you are required to bring a Printed Ticket to an event, and you lose your Printed Ticket, you can reprint your Printed Ticket by accessing your Account on a mobile Device.  If you do not have access to your mobile Device when you are attending an event, you can log in to your Account on the GoFan mobile application using another person’s compatible mobile Device, and you will be able to access any Mobile Tickets on your Account on such device.  Each Mobile Ticket will be treated like any other valid Ticket. Mobile Tickets are individually redeemed and allow for only one entry per Mobile Ticket, so any attempts to duplicate, alter, or sell any copies of the Mobile Ticket may result in admittance being refused to the event.

8  EVENT CANCELLATIONS, POSTPONEMENT AND OTHER EVENT CHANGES

8.1   Cancellation.
At the direction of the Affiliate hosting an event that has been cancelled, Huddle may remove the event and any listings related to the event from the Website, and we may inform you about the cancellation with further instructions pertaining to rescheduling and/or any available refunds, as applicable.

8.2   Postponement.
If an event is postponed, Huddle will work with the Affiliate on a case-by-case basis attempting to resolve any ticket issues.  Refunds will not be issued for postponed events, except for in some instances when the postponed events are ultimately cancelled, as stated above.

8.3   Other Event Changes.
Huddle is not responsible for partial performances, venue or time changes, or oversold events.  No Ticket refunds will be issued in these instances, except as authorized by the Affiliate.  Huddle recommends that you contact the Affiliate responsible for such event to address any event-related concerns.

9  THIRD PARTY RESOURCES

Applications, software, and websites of one or more third parties may be accessible through the Website and/or in connection with your Account (“Third Party Resources”).  Your use of Third Party Resources is subject to the terms and conditions of use and/or privacy policies established by such third parties, and Huddle shall have no liability or responsibility for the privacy practices or other actions of any Third Party Resources.  You are solely responsible for any and all material that you post, re-post, share in connection with any Third Party Resources or otherwise engage with such Third Party Resources.  Some third parties may impose fees for access to Third Party Resources, and you are responsible for all such fees.  You hereby agree to indemnify Huddle and its affiliates, subsidiaries, officers, directors, employees, agents, contractors, partners and licensors against all claims, injuries and/or damages, including, without limitation, attorneys’ fees that arise from or are related to your use of any Third Party Resources.

10  RULES FOR SWEEPSTAKES, CONTESTS AND GAMES

In addition to these Terms of Use, sweepstakes, contests, games or other promotions (collectively, "Promotions") made available through the Website may have specific rules that are different from these Terms of Use. By participating in a Promotion, you will become subject to the Promotion’s rules. We urge you to review the Promotion’s rules before you participate in a Promotion. Promotion rules will control over any conflict with these Terms of Use.

11  ACCESS TO AND USE OF YOUR ACCOUNT

Huddle reserves the right to take steps Huddle believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms of Use.  You acknowledge and agree that Huddle may, without liability to you, access, use, preserve and/or disclose your Account information and content to law enforcement authorities, government officials, and/or a third party, as Huddle believes is reasonably necessary or appropriate, if legally required to do so or if we have a good faith belief that such access, use, disclosure, or preservation is reasonably necessary to: (a) comply with legal process or request; (b) enforce these Terms of Use, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Huddle, its users, a third party, or the public as required or permitted by law.

You agree that Huddle and its subsidiaries and agents may collect, maintain, process and use diagnostic, technical, usage and related information, including, but not limited to, technical information about your computer, system, WiFi and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Website, and to verify compliance with these Terms of Use.  To enable Huddle’s partners and third party developers to improve their software, hardware and services designed for use with the Website, Huddle may also provide any such partner or third party developer with a subset of diagnostic information that is relevant to that partner’s or developer’s software, hardware and/or services, as long as the diagnostic information is in a form that does not personally identify you.

12  OUR PRIVACY POLICY

You understand that by using the Website, you consent and agree to the collection and use of certain information about you, which may include Personally Identifiable Information, and that your use of the Website is in accordance with our privacy policy (“Privacy Policy”).  You further consent and agree that Huddle may collect, use, transmit, process and maintain information related to your Account, your use of the Website, and any Devices used to access and use the Website, for purposes of providing the Website.  Information collected by Huddle when you use the Website may also include technical or diagnostic information related to your use that may be used by Huddle to support, improve and enhance the GoFan Service and Website.  For more information, please read our full Privacy Policy at https://www.huddletickets.com/gofanprivacypolicy.

13  ADDITIONAL TERMS FOR MOBILE DEVICE USERS

If you are accessing the Website or Services through a mobile Device, including the GoFan mobile application or any other mobile application hereinafter created, the following additional terms apply.

13.1   Mobile Application Use.
Huddle grants you the right to use the mobile application only for your personal use.  You must comply with all applicable laws and third party terms of agreement when using the mobile application (e.g. your wireless data service agreement).  The mobile application may not contain the same functionality available on the applicable GoFan website.

14  CONTENT

You own and are solely responsible for any content that you submit, including images, text, audio or other materials (“User Content”).  By submitting User Content, you grant Huddle a non-exclusive, worldwide, perpetual (or for the duration of any copyright or other rights in such content), irrevocable, royalty-free, transferable, sublicensable (through multiple tiers) right to use, reproduce, distribute, create derivative works from, publicly perform, display, store, or publish in any way, in any media known now or in the future.  You grant Huddle the right to use your name or image in association with your User Content, if we so choose.  Further, to the fullest extent permitted under applicable law, you waive your moral rights in the content and promise not to assert such rights against us, our sublicensees or assignees.

You represent and warrant that the User Content: (a) is owned by you or you control all necessary rights to it; (b) does not violate, misappropriate or infringe on the rights of any third party including intellectual property rights, privacy rights or publicity rights; (c) is accurate, not obscene, false, libelous or defamatory; and (d) will not cause injury to any person, entity or system. You will indemnify Huddle for any and all claims resulting from your User Content. Huddle has the right but not the obligation to monitor, edit or remove your User Content.  The User Content is non-confidential and Huddle will not be liable for its use or disclosure.

14.1     Image or Likeness.
By purchasing a ticket through GoFan, you expressly grant to the Affiliate and its agents, except where prohibited by law, the right and license to use your image or likeness (and that of any accompanying minor ticket holder) in any live or recorded transmission or reproduction of the game or event, or any part thereof, for all purposes, in any and all media, without compensation.

15  LIMITATIONS ON USE

You agree that you will NOT use the Website to:
·  upload, download, post, email, transmit, store or otherwise make available any content that is unlawful, harassing, threatening, harmful, tortious, defamatory, libelous, abusive, violent, obscene, vulgar, invasive of another’s privacy, hateful, racially or ethnically offensive, or otherwise objectionable;
·  stalk, harass, threaten or harm another;
·  request personal or other information from a minor (any person under the age of 18 or such other age as local law defines as a minor) who is not personally known to you, including, but not limited to, any of the following: full name or last name, home address, zip/postal code, telephone number, picture, or the names of the minor's school, church, athletic team or friends;
·  pretend to be anyone, or any entity, you are not — you may not impersonate or misrepresent yourself as another person (including celebrities), entity, another Website user, a Huddle employee, or a civic or government leader, or otherwise misrepresent your affiliation with a person or entity;
·  engage in any copyright infringement or other intellectual property infringement (including uploading any content to which you do not have the right to upload), or disclose any trade secret or confidential information in violation of a confidentiality, employment, or nondisclosure agreement;
·  upload, post, email, transmit, store or otherwise make available any material that contains viruses or any other computer code, files or programs designed to harm, interfere or limit the normal operation of the Website (or any part thereof), or any other computer software or hardware;
·  interfere with or disrupt the Website (including accessing the Website through any automated means, like scripts or web crawlers), or any servers or networks connected to the Website, or any policies, requirements or regulations of networks connected to the Website (including any unauthorized access to, use or monitoring of data or traffic thereon);
·  plan or engage in any illegal activity; and/or
·  gather and store personal information of any other users of the Website to be used in connection with any of the foregoing prohibited activities.

16  COPYRIGHT NOTICE – DMCA

Pursuant to the Digital Millennium Copyright Act (the "DMCA"), you may file a notification of claimed infringement (“Notification”) with the Designated Agent of Huddle identified below if you believe that a webpage hosted by Huddle is violating your rights under U.S. copyright law. (See Title 17, United States Code, Section 512(c)(3)).  If you believe that any content in which you claim copyright has been infringed by anyone using the GoFan Service, please contact Huddle's designated DMCA agent (“Designated Agent”) as described below.  Huddle may, in its sole discretion, suspend and/or terminate accounts of users that are found to be repeat infringers.

16.1     Procedure for Making a Claim of Copyright Infringement.
To serve a Notification on Huddle, send your Notification to Huddle’s Designated Agent as follows:

By mail: Huddle Tickets, LLC
Attention: Legal Department
6445 Shiloh Rd.
Suite B
Alpharetta GA 30005

By e-mail:         legal@huddleinc.com

16.2     Notification.
In order to be effective under the DMCA, the Notification must (i) be in writing, and (ii) be provided to Huddle’s Designated Agent.  The Notification also must include the following:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single Notification, a representative list of such works at that site;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Huddle to locate the material;
4. Information reasonably sufficient to permit Huddle to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the Notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Upon receipt of the written Notification containing the information described in 1 through 6 above, Huddle will:
a. Remove or disable access to the material that is alleged to be infringing; and
b. Take reasonable steps to promptly notify the subscriber that it has removed or disabled access to the material.

16.3     Counter Notification.
If a notice of copyright infringement has been filed against you, you may file a counter notification (“Counter Notification”) with Huddle’s Designated Agent.  In order to be effective, a Counter Notification must be written and include substantially the following:

1. A physical or electronic signature of the subscriber;
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
4. The subscriber's name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which Huddle may be found, and that the subscriber will accept service of process from the person who provided Notification or an agent of such person.

Upon receipt of the written Counter Notification containing the information as described in 1 through 4 above, Huddle will:
a. Promptly provide the complaining party with a copy of the Counter Notification; and
b. Replace the removed material or cease disabling access to the material within 10 to 14 business days following receipt of the Counter Notification, unless Huddle’s Designated Agent first receives notice from the complaining party that an action has been filed seeking a court order to restrain the alleged infringing party from engaging in infringing activity relating to the material on Huddle’s system or network.

NOTE: Under the DMCA, claimants who make misrepresentations concerning copyright infringement may be liable for damages incurred as a result of the removal or blocking of the material, court costs, and attorneys’ fees. (See Title 17, United States Code, Section 512(d)).

NOTE: The information in this Section 16 is provided to you for informational purposes only, and is not intended as legal advice. If you believe your rights under U.S. copyright law have been infringed, you should consult an attorney.

17   TERMINATION OF YOUR ACCOUNT

Your rights under these Terms of Use will automatically terminate without notice if you fail to comply with its terms.  Huddle may at any time, under certain circumstances and without prior notice, immediately terminate or suspend all or a portion of your Account and/or access to the Website.  Cause for such termination shall include: (a) violations of these Terms of Use or any other policies or guidelines that are referenced herein and/or posted on the Website; (b) a request by you to close your Account; (c) a request and/or order from law enforcement, a judicial body, or other government agency; (d) where provision of the Website to you is or may become unlawful; (e) unexpected technical or security issues or problems; or (f) your participation in fraudulent or illegal activities.  Any such termination or suspension shall be made by Huddle in its sole discretion and Huddle will not be responsible to you or any third party for any damages that may result or arise out of such termination or suspension of your Account and/or access to the Website.  

Upon termination of your Account, you will lose all access to the Website and any portions thereof, including, but not limited to, your Account and any User Content you posted on the Website.  In addition, after a period of time, Huddle will delete information and data stored in or as a part of your Account and User Content, provided we may retain and use your information and User Content as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.  Consistent with these requirements, we will try to delete your information and User Content as soon as is reasonably practical.  You understand and acknowledge that there might be latency in deleting information from our servers and back-up versions might exist after deletion.  Any individual components of the Website that you may have used subject to separate software or other license agreements will also be terminated in accordance with those agreements.

18    THE WEBSITE IS PROVIDED "AS-IS"; INTERNET CONNECTIVITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THAT FROM TIME TO TIME HUDDLE MAY REMOVE THE WEBSITE FOR INDEFINITE PERIODS OF TIME, OR TERMINATE ACCESS TO THE WEBSITE IN ACCORDANCE WITH THESE TERMS OF USE.  HUDDLE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.  IN PARTICULAR, HUDDLE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS DO NOT GUARANTEE, REPRESENT OR WARRANT THAT (I) THE WEBSITE WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE WEBSITE WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; (III) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF THE WEBSITE WILL BE ACCURATE OR RELIABLE; (IV) ANY DEFECTS OR ERRORS IN THE SOFTWARE PROVIDED TO YOU AS PART OF THE WEBSITE WILL BE CORRECTED; OR (V) THE WEBSITE WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.  YOU FURTHER ACKNOWLEDGE THAT THE WEBSITE IS NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR ENVIRONMENTS WHERE THE FAILURE OR TIME DELAYS OF, OR ERRORS OR INACCURACIES IN, THE CONTENT, DATA OR INFORMATION PROVIDED BY THE WEBSITE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

To access the GoFan Service, Devices must be connected to the internet. Failure to maintain the specified internet connection requirements may result in your inability to access the GoFan Service. If you fail to maintain an internet connection, the quality and availability of the GoFan Service will be affected.  You are responsible for all costs and any other charges or expenses charged by your internet service provider. 

19   LIMITATION OF LIABILITY

19.1     Use of the Website.
EXCEPT AS SPECIFICALLY PROVIDED IN THESE TERMS OF USE, NEITHER HUDDLE NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, OR CONTRACTORS SHALL UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL THEORY (INCLUDING, BUT NOT LIMITED TO, TORT OR CONTRACT) HAVE ANY LIABILITY TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR THE FOLLOWING LOSSES, DAMAGES, OR COSTS:

(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL LOSSES OR DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES, PERSONAL INJURIES, OR DEATH) THAT RESULT DIRECTLY OR INDIRECTLY FROM OR IN CONNECTION WITH YOUR RELIANCE ON OR USE OF THE WEBSITE (INCLUDING, BUT NOT LIMITED TO, ANY MISTAKES, OMISSIONS, INTERRUPTIONS, COMPUTER OR OTHER HARDWARE OR SOFTWARE BREACH, FAILURES OR MALFUNCTIONS, DELETION OR CORRUPTION OF FILES, WORK STOPPAGE, ERRORS, DEFECTS, DELAYS IN OPERATION, DELAYS IN TRANSMISSION, OR FAILURE OF PERFORMANCE OF THE WEBSITE, OR ANY OTHER MISTAKES, OMISSIONS, LOSS OF EMAIL OR OTHER INFORMATION OR DATA); OR USE OF THE TICKETS (INCLUDING ATTENDING AN EVENT FOR WHICH THE TICKETS WERE ISSUED), USE OF THE MERCHANDISE, OR USE OF THE SERVICES; OR

(B) ANY LOSSES, CLAIMS, DAMAGES, EXPENSES, LIABILITIES, LEGAL FEES, OR OTHER COSTS THAT RESULT DIRECTLY OR INDIRECTLY FROM OR IN CONNECTION WITH ANY ALLEGATION, CLAIM, SUIT, OR OTHER PROCEEDING BASED UPON A CONTENTION THAT THE USE OF THE WEBSITE OR USE OF THE TICKETS (INCLUDING ATTENDING AN EVENT FOR WHICH THE TICKETS WERE ISSUED), USE OF THE MERCHANDISE, OR USE OF THE SERVICES, BY YOU OR ANY OTHER PERSON OR ENTITY INFRINGES UPON THE CONTRACTUAL RIGHTS, PRIVACY, CONFIDENTIALITY, COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.

NEITHER HUDDLE NOR ANY OF ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, OR CONTRACTORS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY DAMAGE, LOSS, OR DESTRUCTION TO YOUR DEVICE(S).  THIS SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO SUCH ACTIVITY.

19.2     Attending an Event.
YOU VOLUNTARILY ASSUME ALL RISKS AND DANGER INCIDENTAL TO THE EVENT FOR WHICH THE TICKET IS ISSUED, WHETHER OCCURRING BEFORE, DURING OR AFTER THE EVENT, AND YOU EXPRESSLY WAIVE ANY AND ALL CLAIMS RELATING TO PERSONAL INJURY OR DEATH AGAINST HUDDLE AND ALL OF OUR RESPECTIVE AFFILIATED ENTITIES, AGENTS, OFFICERS, DIRECTORS, OWNERS AND EMPLOYEES ON BEHALF OF YOURSELF AND ANY ACCOMPANYING MINOR. 

19.3     Restrictions on Limitation of Liability.
Certain of the above limitations may not apply if your state does not allow the exclusion or limitation of implied warranties or does not allow the limitation or exclusion of incidental or consequential damages.  In those states, the liability of Huddle and its employees, affiliates, suppliers, agents, and contractors is limited to the maximum extent permitted by law.  All limitations and disclaimers stated in these Terms of Use also apply to Huddle’s third party contractors, as third party beneficiaries of these Terms of Use.  All representations, indemnifications, and limitations of liability contained herein shall survive the termination of these Terms of Use; any other obligations of the parties hereunder shall also survive, if they relate to the period before termination or if, by their terms, they would be expected to survive such termination.

20   INDEMNITY

You agree that you shall be responsible for and shall defend, indemnify, and hold harmless Huddle and its employees, affiliates, suppliers, agents and contractors and shall reimburse us for any damages, losses or expenses (including, without limitation, reasonable attorneys’ fees and costs) incurred by us in connection with any claims, suits, judgments, and causes of action arising out of (a) any violation of applicable laws or regulations by you (or any parties who use your Account, with or without your permission, to access the Website); (b) your use of the Website, including, without limitation, any data, information or User Content that you post or upload to the Website; (c) violation or infringement of contractual rights, privacy, confidentiality, copyright, patent, trademark, trade secret, or other intellectual property and proprietary rights arising from your use of the Website or your use of the Tickets (including attending an event for which the Tickets were issued), your use of the Merchandise, or your use of the Services; (d) your breach of any provision of these Terms of Use; and (e) any liabilities, injuries, death, loss and/or damages of any kind arising from your attendance at an event for which the Ticket was issued.

21   ELECTRONIC COMMUNICATIONS

You agree that we may make communications available to you by posting them on the Website or sending an email to the email address you provide to us that is associated with your Account, or both and that such communications, as well as notices, disclosures, agreements and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by us.

22   DISPUTE RESOLUTION; MANDATORY BINDING ARBITRATION; CLASS ACTION WAIVER

IF YOU FOLLOW THE PROCEDURES SET FORTH IN SECTION 22.1 BELOW, YOU HAVE THE RIGHT TO OPT OUT OF THIS DISPUTE RESOLUTION PROVISION (EXCEPT JURY TRIAL WAIVER) WITHIN 30 DAYS OF YOUR ACCEPTANCE OF THESE TERMS OF USE AS DEFINED IN SECTION 2 ABOVE (THE “OPT-OUT PERIOD”). OTHERWISE, YOU WILL BE BOUND TO SETTLE ANY DISPUTES YOU MAY HAVE WITH HUDDLE THROUGH THE FOLLOWING DISPUTE RESOLUTION PROCEDURES.

YOU AND HUDDLE AGREE TO ARBITRATE — RATHER THAN LITIGATE IN COURT — any and all claims, disputes, or controversies between you and Huddle, including any parents, subsidiaries, affiliates, officers, directors, employees, or agents of Huddle, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort) or other legal or equitable theory (“Dispute”) that arise out of or in any way relate to these Terms of Use, any of the services provided under these Terms of Use or any other services or products that Huddle provides to you in connection with these Terms of Use (including but not limited to amounts that Huddle charges you for services or products provided, any alleged breach related to the collection, retention or disclosure of your personal information, and any alleged violation of Huddle’s Privacy Policy).  You and Huddle also agree to arbitrate any and all Disputes that arise out of or relate in any way to any services or products provided to you by Huddle or any of its affiliated entities under any other agreement.  Notwithstanding this agreement to arbitrate, you and Huddle may bring appropriate Disputes against each other in small claims court, if the Dispute falls within the small claims court's jurisdiction, or before the Federal Communications Commission, the relevant state public utilities commission, or any other federal, state, or local government agency authorized by law to hear the Dispute.

22.1     Opt Out.
You may opt out of this dispute resolution provision (except for the jury trial waiver contained in Section 22.6 below) by notifying Huddle of that intent during the Opt-Out Period by sending an email to Huddle at legal@huddleinc.com or via U.S. mail to Huddle, Attn: Head of Legal, 6445 Shiloh Rd., Suite B, Alpharetta, GA 30005, stating that you are opting out of this dispute resolution provision.  Exercising this right, should you choose to do so, will not affect these Terms of Use with Huddle, and you may remain a GoFan user.  If you opt out of the dispute resolution provision, that opt out will remain in effect if Huddle modifies this section in the future or you agree to a new term of service under these Terms of Use.  If you enter into a new agreement with Huddle that includes a dispute resolution provision and you want to opt out of that provision, you will need to follow the instructions in that agreement for opting out.

22.2     Class Action Waiver.
You and Huddle agree that all Disputes between you and Huddle will be arbitrated individually, and that there will be no class, representative, or consolidated actions in arbitration.  If you or Huddle brings a claim in small claims court, the class action waiver will apply, and neither of us can bring a claim on a class or representative basis. Furthermore, neither you nor Huddle may participate in a class or representative action as a class member if the class action asserts Disputes that would fall within the scope of this arbitration agreement if they were directly asserted by you or Huddle. We both agree that this class action waiver is an essential part of our arbitration agreement and that if this class action waiver is found to be unenforceable by any court or arbitrator then the entire arbitration agreement set forth in this Section 22 will not apply to any Dispute between you and Huddle, except for the provisions of Section 22.6 waiving the right to jury trial. This class action waiver may not be severed from our arbitration agreement.

22.3     Arbitrator Authority.
The arbitration between you and Huddle will be binding.  In arbitration, there is no judge and no jury.  Instead, our Disputes will be resolved by an arbitrator, whose authority is governed by these Terms of Use. You and Huddle agree that an arbitrator may only award such relief as a court of competent jurisdiction could award, limited to the same extent as a court would limit relief pursuant to these Terms of Use. An arbitrator may award attorneys' fees and costs if a court would be authorized to do so, and may issue injunctive or declaratory relief if that relief is required or authorized by the applicable law, but that injunctive or declaratory relief may not extend beyond you and your dealings with Huddle.  Review of arbitration decisions in the courts is very limited.

22.4     Informal Dispute Resolution.
You and Huddle agree that you will try to resolve Disputes informally before resorting to arbitration.  If you have a Dispute, first call Tracy Henson at the following number: 678.218.0909.  If the Huddle representative is unable to resolve your Dispute in a timely manner, you agree to then notify Huddle of the Dispute by sending a written description of your claim to Huddle, Attn: Head of Legal, 6445 Shiloh Rd., Suite B, Alpharetta, GA 30005, so that Huddle can attempt to resolve it with you.  If Huddle does not satisfactorily resolve your claim within 30 calendar days of receiving written notice of your claim to Head of Legal, 6445 Shiloh Rd., Suite B, Alpharetta, GA 30005, then you may pursue the claim in arbitration.  Neither you nor Huddle may initiate arbitration without first following the informal dispute resolution procedure provided in this paragraph and thereafter, if the Dispute is still not resolved, the party who desires to initiate arbitration must provide the other written notice of the intent to file for arbitration.  If you are sending a written notice of your intent to file for arbitration to Huddle, please send such notice via U.S. mail to Huddle, Attn: Head of Legal, 6445 Shiloh Rd., Suite B, Alpharetta GA 30005.  If Huddle is sending you a written notice of our intent to file for arbitration, we will send it to the last known address of record we have on file for you.

22.5     Arbitration Procedures.
You and Huddle agree that this Agreement and the services Huddle provides to you affects interstate commerce and that the Federal Arbitration Act and not state arbitration laws applies for all Disputes. All arbitrations shall be conducted by the American Arbitration Association ("AAA").  The AAA's rules are available on its website at www.adr.org or by calling 1-800-778-7879. If the claim asserted in arbitration is for less than $75,000, the AAA's Consumer Arbitration Rules will apply. If the claim asserted is for $75,000 or more, the Commercial Arbitration Rules will apply.  If there is a conflict between the AAA's rules and this dispute resolution agreement, this dispute resolution agreement shall control. To initiate arbitration, you must send a letter requesting arbitration and describing your claims to Huddle at legal@huddleinc.com or via U.S. mail to Huddle, Attn: Head of Legal, 6445 Shiloh Rd., Suite B, Alpharetta GA 30005.  You must also comply with the AAA's rules regarding initiation of arbitration.  The arbitration will be held in the metro Atlanta, Georgia area.  Each party will bear its own expenses in the arbitration and will share equally the costs of the arbitration; provided, however, that the arbitrator may, in his or her discretion, award costs and fees to the prevailing party.  Arbitration shall be final and binding upon the parties.  Judgment upon the award may be entered in any court having jurisdiction over the award or over the applicable party or its assets.

22.6     Jury Trial Waiver.
If for any reason this arbitration agreement is found to be unenforceable, or if you opt out of this dispute resolution agreement, you and Huddle expressly and knowingly WAIVE THE RIGHT TO TRIAL BY JURY. This means that a Judge rather than a Jury will decide Disputes between you and Huddle if, for any reason, the arbitration agreement is not enforced.

22.7     Survival. 
This dispute resolution provision survives the termination of your Services with Huddle. If you bring a claim against Huddle after termination of your Account that is based in whole or in part on events or omissions that occurred while you were a Huddle customer, this dispute resolution provision shall apply.

23    MISCELLANEOUS

Any and all rights not expressly granted to you in these Terms of Use are hereby reserved by Huddle.

These Terms of Use and their performance shall be governed by the laws of the State of Georgia, United States of America, without regard to its conflict of laws provisions.  Notwithstanding the preceding sentence, if you access the Website in a state where that state’s law requires that such state’s law governs, then the law of that state (where so required) will be governed by the state where the Website is accessed.

In no event shall Huddle be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that Huddle shall use reasonable efforts which are consistent with accepted practices in its industry to resume performance as soon as practicable under the circumstances.

You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.  Huddle may assign these Terms of Use to any purchaser of all or substantially all of the assets to which these Terms of Use relates.

Huddle may at any time amend and modify these Terms of Use and your continued use of the GoFan Service will be conditioned upon the terms and conditions in force at the time of your use.  You may not modify these Terms of Use.

These terms and conditions shall be deemed severable.  In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.

Any Sections that by their nature should survive the termination of your Account or expiration of these Terms of Use, or which would reasonably be expected to be performed after the termination of your Account or expiration of these Terms of Use, shall survive and be enforceable after termination of your Account or expiration of these Terms of Use, including any licenses granted to Huddle hereunder which shall survive in accordance with its terms, and the provisions relating to ownership, indemnification, limitations of liability and governing law. 

Huddle does not waive any provision or right Huddle fails to insist upon or enforce strict performance of any provision of these Terms of Use.   

Unless otherwise agreed to by you and Huddle in writing, these Terms of Use and any other documents incorporated by reference (including hyperlinks) constitute the entire agreement and understanding between you and us with respect to the subject matter of these Terms of Use, and supersede any prior understandings or agreements (whether oral or written) regarding the subject matter.


24    QUESTIONS

If you have any questions, comments or complaints regarding these Terms of Use or the Website, please contact us as follows:

By mail:  
Huddle Tickets, LLC
Attn: Head of Legal
6445 Shiloh Road
Suite B
Alpharetta GA 30005

By e-mail: legal@huddleinc.com

 
 
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