Ticket Tomato (“we”, “our”, “us”, or “Ticketing Agent”) is an online ticketing company which processes ticket purchases and provides ticketing and registration services to Promoters for specific Events or a series of Events. The Ticketing Agent is not affiliated with any Promoter, venue, service provider, producer, or any other company or individual who offers or provides goods or services to a Promoter. The Ticketing Agent is not responsible, and cannot be held liable, for any action, omission, or event related to or arising from an Event or services a Promotor lists on our website. You can contact the Ticketing Agent directly at:
Event Organizer (Promoter) (“you” or “Promoter”) is you and any person or entity associated with any account created on the Ticketing Agent’s website and any person or entity for whom an Event is listed on our website or for whom tickets are issued or sold though the Ticketing Agent’s website to Ticket Holders, and any authorized agent of the foregoing, including others you engage to provide goods or services to you in relation to your Event.
Event (the “Event” or your “Event”) refers to each of the specific events, performances, or services that you are listing on the Ticketing Agent’s website, and includes current, future, and prior events and all services related to any such events.
Event Attendee (Ticket Holder) (the “Ticket Holder”) includes without limitation the person or entity who registers for or purchases tickets to your Event, all persons for whom a ticket is issued for your Event, and all persons who hold a valid ticket for your Event. The Ticketing Agent may, at their sole discretion, chose who—between a ticket purchaser and a ticket holder—will receive any refund, exchange, replacement, or similar benefit with respect to a ticket.
Ticketing Services Agreement means the Ticketing Services Agreement entered into by you and the Ticketing Agent. These Standard Terms incorporate the terms and obligations of the Ticketing Services Agreement. Any reference to the “Standard Terms” includes the terms and obligations in the Ticketing Services Agreement.
Authorized Seller; Compliance with Law
Promoter represents and warrants that they are authorized to sell or issue tickets for the Event and will comply with all applicable law in selling or issuing tickets for the Event. Promoter further represents and warrants that all information provided will be true, complete, and correct, and that Promoter will promptly update all information if it changes.
Fraudulent representation (including unlawful ticket sales or the facilitation of unlawful ticket sales) or a failure to update significant information by a Promotor, or of an Event, is a criminal offense, which allows and authorizes the Ticketing Agent to issue full face value refunds to Ticket Holders at your sole expense. The Ticketing Agent may (and very likely will) prohibit you from using Ticketing Agent’s services for the Event and for any future Events, assist law enforcement in prosecuting any fraudulent use of the Ticketing Agent’s services, and seek compensation for damages caused by any fraudulent representation.
Ticket and Registration Pricing; Ticket and Service Fees
Unless agreed by the parties prior to the start of ticket sales or registrations, Ticketing Agent provides Promoter with ticket sales and registration services with no initial upfront costs or fees. The Ticket Holder will pay all ticket and service fees. Ticket and service fees will be charged in addition to the ticket price, unless Promoter instructs Ticketing Agent to include the ticket and service fees in the ticket price. Promoter is solely responsible setting ticket prices. In general, the ticketing and service fees are as follows:
Service Fee Range: $1.75 to $5 per ticket
Handling (Credit Card Processing) Fee: actual cost, generally about 3.7% of the ticket price
Hard Copy Boca Ticket Printing Fee: $.20 per ticket
Promoter is solely responsible for payment of any sales, use, transfer, value added, excise, or similar taxes imposed by any local, state, or federal taxing authority, or any other taxing authority with jurisdiction. Promoter is solely responsible for instructing Ticketing Agent to collect any such applicable taxes and the applicable tax rate. Promoter may choose to include such taxes in the ticket price, if allowed by applicable law. Promoter will cause to be prepared and timely filed all required tax returns and other documentation, at its own expense, related to any such tax. Promoter will provide its exemption certificate, or other proof of tax-exempt status, as Ticketing Agent may request from time to time. Promoter will indemnify and hold Ticketing Agent harmless from and against the payment of such taxes and any loss, damage, or other liability suffered by the Ticketing Agent (or asserted against Ticketing Agent by any taxing authority) in relation to Promoter’s nonpayment of such taxes and as set forth in the Indemnification and Hold Harmless provision below.
Box Office Management & Street Team
Upon request, Ticketing Agent can assist Promoter with on-site Box Office Management services for the purposes of handling on-site duties for the box office. Ticketing Agent can also arrange for a Street Team for flyer and poster distribution (which usually requires advance deposit to cover costs). If Promoter is interested in these additional services, please contact the Ticketing Agent to discuss specific details, including requirements and costs. The rates for Ticketing Agent staff will be determined by the hours, responsibilities, and duties necessary to operate on-site box office details, and facilitate promotional materials for distribution. These services will be expressed as a line item on the Promoter final close out report. Amounts payable to the Ticketing Agent related to these services may be invoiced to Promoter after the completion of the Event, deducted as a line item against the Event to which the services related or against a future Event, or the Ticketing Agent may retain a reasonable reserve from the funds otherwise due Promoter after completion of the Event to cover these services, which Ticketing Agent may retain for up to 90 days after completion of the Event. If the Event is cancelled or rescheduled to a date more than three months after the initially scheduled date, Ticketing Agent may immediately invoice the Promotor for Box Office Management and Street Team fees, costs, and chargebacks, and payment on the invoice will be due upon receipt.
Ticket Availability and Venue Capacity
Promoter is responsible for setting the number of tickets available for purchase for each Event. Promoter agrees that the number of attendees is within the legal fire regulations, venue capacity limitations, and any other limitations set forth by city, municipality, county, district, state, and/or federal codes and/or laws. If more Ticket Holders have tickets or are registered than allowed, Promoter agrees the full ticket price, plus any and all ticket, service, and other fees, will be refunded to the Ticket Holders to cover refunds for those not allowed entry. Promoter further agrees that Promoter will pay Ticketing Agent the full ticket and service fees for the refunded tickets, plus reimburse Ticketing Agent for additional costs, including but not limited to, credit card charge fees and chargebacks fees related to refunding the tickets and fees for exchanges of physical tickets. Ticketing Agent reserves the right to withhold payment to Promoter for up to 90 days after an Event ends for Events where Ticket Holders were turned away due to over sales or insufficient capacity.
Promoter agrees to immediately notify Ticketing Agent after the decision to cancel an Event is made. Ticketing Agent will notify Ticket Holders of the cancellation. Ticketing Agent reserves the right to issue full refunds to the Ticket Holder, including ticket and service fees, for the cancelled Event. Promoter agrees that if an Event is cancelled and full refunds are issued to Ticket Holders, Promoter will pay Ticketing Agent the full ticket and service fees for the refunded tickets, plus reimburse Ticketing Agent for additional costs, including but not limited to, credit card charge fees and chargebacks fees related to refunding the tickets and fees for exchanges of physical tickets.
Promoter agrees refunds will be given to Ticket Holders for rescheduled Events at the request of the Ticket Holder. Promoter agrees that if an Event is rescheduled, Promoter will pay Ticketing Agent the full ticket and service fees for the refunded tickets, plus reimburse Ticketing Agent for additional costs, including but not limited to, credit card charge fees and chargebacks fees related to refunding the tickets and fees for exchanges of physical tickets.
Change of Event Venue or Change of Event
Upon request of the Ticket Holder, Promoter agrees refunds will be given to Ticket Holders if there is a change to the Event venue or a change to the Event. Under such circumstances, Promoter agrees that Promoter will pay Ticketing Agent the full ticket and service fees for the refunded tickets, plus reimburse Ticketing Agent for additional costs, including but not limited to, credit card charge fees and chargebacks fees related to refunding the tickets and fees for exchanges of physical tickets.
Ticket Refund Policy
Promoter agrees that Ticketing Agent may refund up to the face value of the ticket or registration purchased through Ticketing Agent until sales for the Event have completed. Ticketing Agent will contact Promoter for any large or out of ordinary refunds, including a request to refund any service fees. Promoter will remain responsible for paying Ticketing Agent the full amount of the ticket and service fees on refunded tickets.
After an Event the Promoter will receive a Closeout Report reflecting Event sales, ticket and service fees, charges for additional goods and services utilized by the Promoter, chargebacks, and all other fees and charges. Unpaid charges and other amounts owed by Promoter for past or future Events may also be listed on the Closeout Report and deducted from the Event payment due to Promoter. Promoter understands and agrees that the Ticketing Agent has the right to withhold any and all payments to Promoter for up to 90 days following the end of the Event for any reason, including without limitation a reserve sufficient to cover potential outstanding Box Office Management and Street Team fees and costs, and chargebacks. The Ticketing Agent may deliver funds by check or via wire transfer.
The Promoter is responsible for all chargebacks, chargeback fees, card processing fees, and related costs associated with any chargeback (and the charge being disputed) for which the merchant services company finds in favor of the Ticket Holder. If a chargeback is received for any purchase related to an Event, the Ticketing Agent will research and dispute the chargeback. The Ticketing Agent is not responsible for fraudulent activity by Ticket Holders. Amounts payable to the Ticketing Agent related to a chargeback will be invoiced to Promoter after the completion of the Event, deducted as a line item against the Event to which the chargeback related or against a future Event, or the Ticketing Agent may retain a reasonable reserve from the funds otherwise due Promoter after completion of the Event to cover any chargebacks, which Ticketing Agent may retain for this purpose until the later of 90 days after completion of the Event (by which date all chargebacks should be received) or 5 days after the merchant services company informs the Ticketing Agent of its decision on the last outstanding chargeback. Notwithstanding the foregoing, if the Event is cancelled or rescheduled to a date more than three months after the initially scheduled date, then any amounts payable to the Ticketing Agent related to a chargeback may be invoiced to Promoter immediately, and payment on the invoice will be due upon receipt.
Promoter represents and warrants that it has or will procure a general liability insurance policy covering the Event, insuring against claims of bodily injury and death or property damage or loss with respect to the Event and each performance that is a part thereof, with limits of not less than the higher of: (a) the limits required by any Venue; or (b) $1,000,000 per occurrence and $2,000,000 in the aggregate. Promoter will add TT as an additionally insured party to their insurance policies covering the Event.
Intellectual Property; Right to Remove Content
Promoter agrees not to use any material or content that infringes, violates, misuses, or misappropriates the intellectual property rights of any other person or entity under any applicable local, state, national or other law, rule or regulation. This includes, without limitation, the use of copyrighted or trademarked text or images on the Promotor’s Event page if the Promoter does not have an ownership or other right to use such copyrighted or trademarked material or content. Promotor further understands and agrees that the Ticketing Agent has the absolute right (but not the obligation) to take down, remove, or delete any intellectual property or other content that we determine may infringe the intellectual property rights of another, regardless of whether we have received an Digital Millennium Copyright Act notice.
Ticketing Agent does not claim, and Promoter is not transferring any ownership rights in your intellectual property or other content. Promoter hereby grants a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable right and license to access, use, reproduce, transmit, adapt, modify, perform, display, distribute, translate, publish and create derivative works based on Promoter’s Event page or any of its content, in whole or in part, in any media, for the purpose of providing the ticketing and registration services. Promoter understands and acknowledges that Ticketing Agent is not transferring any ownership rights in its intellectual property to Promoter, and Promoter will not copy, reproduce, alter, modify, create derivative works, or publicly display any content or material designed, created, written, used, or maintained by Ticketing Agent without the prior written permission of the Ticketing Agent.
Ticketing Agent has the absolute right (but not the obligation) to take down, remove, or delete any content on an Event page or posted by Promoter. This includes (without limitation) pages, content, or material that:
Access and Interference
Promoter agrees not to use any robot, spider, or other automatic device, process, or means to access Promoter’s account or Event site, or any page or site maintained by Ticketing Agent. Promoter further agrees not to use any manual process to monitor or copy the Ticketing Agent’s pages, sites, or the content contained thereon other than as authorized in relation to Promoter’s Event unless Promoter obtains Ticketing Agent’s prior written permission. Promoter will not use any device, software, or routine that interferes with the proper working of any of Ticketing Agent’s pages or sites, and will not attempt to interfere with the proper working of any page or site maintained by the Ticketing Agent. Promoter will not take any action that imposes an unreasonable or disproportionately large load on the Ticketing Agent’s infrastructure and will not access, reload or "refresh" transactional event or ticketing pages, or make any other request to transactional servers, more than once during any three second interval.
Promoter will have limited access to the personal information collected by the Ticketing Agent. Ticketing Agent attempts to collect the minimum amount of personal data and information as possible. We adhere to the General Data Protection Regulation (“GDPR”) instituted by the European Union. Ticketing Agent maintains PCI compliance for debit and credit card processing and reviews and regularly updates our status and registration. Ticketing Agent strives to maintain a safe and secure environment that protects the private personal information of Promoters and Ticket Holders.
Promoter agrees to protect all personal information received from Ticketing Agent and use reasonable precautions, at least as rigorous as the precautions the Promoter takes to protect personal and private information it directly collects from individuals and entities, to safeguard the personal information received from the Ticketing Agent. Promoter further agrees not use the personal information in any way that violates or may violate any applicable local, state, federal, European Union, or other data privacy laws or statutes. Promoter acknowledges that the Ticketing Agent adheres to the GDPR and agrees that if the Promoter sells or issues tickets to persons protected under the GDPR the Promoter will comply with GDPR transparency, consent, accuracy, data deletion, and other requirements, and further agrees to cooperate with the Ticketing Agent in complying with the GDPR requirements including (without limitation) by deleting data received from the Ticketing Agent upon our request.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY AGREE THAT USE OF THE TICKETING AGENT’S SERVICES IS AT YOUR SOLE RISK AND ALL SUCH SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE TICKETING AGENT DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, OPERABILITY, CONDITION, SECURITY, QUIET ENJOYMENT, VALUE, AND ACCURACY OF DATA.
RELEASE; LIMITATIONS ON LIABILITY
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, PROMOTER HEREBY WAIVES AND RELEASES TICKETING AGENT FROM, AND AGREES THAT IT WILL IN NO EVENT PURSUE THE TICKETING AGENT OR ANY OF ITS OWNERS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, OR LICENSORS FOR, ANY CLAIMS OR LIABILITY ARISING FROM OR RELATED TO ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, ACTUAL, PUNITIVE, AND/OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUES, GOODWILL, USE OF DATA, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, COST OF SUBSTITUTE PRODUCTS OR SERVICES, BODILY INJURY, ILLNESS, DEATH OR INTANGIBLE LOSSES, RETENTION OF ANY USER COMMUNICATIONS OR PERSONALIZATION SETTINGS, DELETION OR FAILURE TO STORE DATA, INTERNET OR OTHER COMMUNICATION OUTAGES OR DELAYS, UNAUTHORIZED ACCESS (HACKING), OR THE OCCURRENCE OF ANY NATURAL DISASTER, PANDEMIC, OR OTHER UNFORESEEN CONTINGENCY) ARISING OUT OF OR RELATED IN ANY WAY TO YOUR USE OF THE TICKETING AGENT’S SERVICES OR YOUR EVENT, REGARDLESS OF WHETHER SUCH DAMAGES ARE UNDER THEORY OF BREACH OF CONTRACT, TORT, NEGLIGENCE, CONTRACT, WARRANTY, STATUTE, STRICT LIABILITY, OR OTHERWISE, EVEN IF WE OR THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING CONTRARY CONTAINED HEREIN, THE TICKETING AGENT’S CUMULATIVE LIABILITY TO YOU ARISING FROM THESE STANDARD TERMS, THE USE OF OR INABILITY TO USE THE TICKETING AGENT’S SERVICES OR HOLD YOUR EVENT, WILL AT ALL TIMES BE LIMITED TO $100. To the extent the Ticketing Agent may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.
Indemnification and Hold Harmless
Promoter agrees to defend, indemnify, and hold the Ticketing Agent, and any officers, managers, employees, agents, affiliates, and assigns of the Ticketing Agent (collectively, the “Ticketing Agent Indemnified Parties”), harmless against any and all claims, losses, costs, penalties, fines, forfeitures, fees (including, without limitation, reasonable legal fees, accounting fees, costs, and expenses incurred in connection with any enforcement (including any action, claim or suit brought and including on appeal) by a Ticketing Agent Indemnified Party of any right to indemnification or other obligation) and related costs, judgments, damages (whether direct, indirect, incidental, consequential or otherwise) and any other costs, fees (including legal and accounting fees), and expenses (collectively, “Losses”) that a Ticketing Agent Indemnified Party may sustain in connection with any claims, proceedings, or investigation asserted or threatened at any time by any party against the Ticketing Agent Indemnified Parties which relate to: (a) any act or omission by the Ticketing Agent Indemnified Party; (b) the Ticketing Agent Indemnified Party performance (or lack of performance) of the ticketing and registration services and/or box office management and street team services; (c) an Event or a series of Events, (d) the Ticketing Agent’s provision of any goods or additional services to the Promoter, (e) Promoter’s breach (or the breach of any of Promoter’s employees, agents, affiliates, partners, officers, or assigns) of any applicable law, rule or regulation or the rights of any third party; (f) the Ticketing Agent’s collection and remission of taxes or failure to collect and remit taxes; unless such Losses are solely the result of the gross negligence or willful misconduct of the Ticketing Agent Indemnified Party, as finally determined by a court of competent jurisdiction without possibility of appeal or as otherwise agreed to by the Ticketing Agent Indemnified Party and the Promoter. The Ticketing Agent Indemnified Party may provide notice to the Promoter of any such Losses to the last contact information supplied by the Promoter. A failure or delay in providing such notice will not limit Promoter’s obligations to defend, indemnify, and hold harmless a Ticketing Agent Indemnified Party from the Losses. Ticketing Agent may, in certain circumstances, choose to defend itself, in which case, the Promoter agrees to cooperate with the Ticketing Agent in any way requested and acknowledges that such defense is not a waiver of Promoter’s obligation to indemnify or reimburse the Ticketing Agent for costs of defense or other Losses.
You hereby agree to resolve any and all controversies, claims, and/or disputes (each, a “Dispute”) arising from or related to your use of the Ticketing Agent’s services or these Standard Terms as follows:
No failure or delay to enforce any part of these Standard Terms will constitute a waiver of the Ticketing Agent’s right to later enforce any right or exercise any remedy available under these Standard Terms or applicable law. No oral waiver, amendment or modification of these Standard Terms will be effective. If any term or the application thereof to any person or circumstances in these Standard Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, the remainder of these Standard Terms, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, will not be affected and will continue in full force and effect.
Ticketing Agent may update these Standard Terms in our sole discretion and as necessary to remain compliant with relevant applicable law. Changes to these Standard Terms may be made at any time, from time to time, and without notice. The updated Standard Terms will be effective no later than when posted, and may be effective prior to posting or retroactively applied if we decide such retroactive application is necessary to comply with relevant applicable law. No additional modification or exception of these Standard Terms is valid and effective unless it is in writing, references these Standard Terms, and is signed by the Ticketing Agent. This paragraph does not apply to any modification of the Ticketing Services Agreement, which may only be amended as provided therein.