BandPass Organizer Agreement

1. The Platform

BandPass operates a ticketing and event commerce platform (the "Platform") through which organizers can create and publish events, sell tickets, host free events with RSVPs, manage attendee check-in, communicate with attendees, and receive payouts. BandPass provides technology and payment facilitation; BandPass is not the organizer, promoter, or seller of your events, and is not a party to the transaction between you and your attendees except as payment facilitator.

2. Accounts, Eligibility, and Verification

You must provide accurate, current information when creating your account and profile and keep it accurate. BandPass may require verification of your identity or your venue or artist profile before enabling publishing, sales, or payouts, and may approve, decline, suspend, or revoke access at its reasonable discretion. You are responsible for all activity under your account and for maintaining the confidentiality of your credentials.

3. Ticket Pricing and Fees

You set the face value of your tickets. Ticket buyers pay a payment processing fee at checkout, which is disclosed to the buyer before purchase. The current payment processing fee is 2.99% of the order subtotal plus $0.31 per ticket. BandPass currently charges no platform fee to you or to buyers beyond the payment processing fee; fees and rates may change prospectively with notice as described in Section 15.

You receive the full face value of every ticket sold. Payment processing fees are paid by the buyer and are not deducted from your face value proceeds.

4. Payouts and Stripe Connect

Payouts are made through Stripe, Inc. ("Stripe"). To receive payouts you must complete Stripe Connect onboarding, which includes identity verification required by law. By onboarding you also agree to the Stripe Connected Account Agreement (available at stripe.com/legal/connect-account), which is incorporated into this Agreement by reference. BandPass does not receive or store your Social Security number or bank credentials; those are provided directly to Stripe.

BandPass may delay, withhold, or offset payouts to the extent reasonably necessary to cover refunds, chargebacks, suspected fraud, or amounts you owe under this Agreement, or as required by Stripe or applicable law.

5. Free Events and RSVPs

You may publish free events. An RSVP to a free event issues a ticket with a QR code but involves no payment, no payment processing fee, and no payout. All other terms of this Agreement, including attendee data terms, apply to free events.

6. Refunds and Cancellations

Refunds issued through the Platform return the ticket face value to the buyer. Payment processing fees are non-refundable. Refunded tickets are voided and, where applicable, inventory is released.

If you cancel an event, you must cancel it through the Platform and you are responsible for funding face value refunds to all buyers. You may not cancel an event and retain ticket proceeds.

7. Chargebacks

You are responsible for chargebacks and payment disputes arising from your events, including associated fees, except to the extent caused by a failure of the Platform itself. BandPass may deduct chargeback amounts and fees from your pending or future payouts, or invoice you for them.

8. Taxes

You are solely responsible for determining, collecting, and remitting all taxes applicable to your events and ticket sales, and for your own income tax obligations. Stripe, as payment processor, issues applicable tax reporting forms (such as Form 1099-K) for your payouts. BandPass does not provide tax advice.

9. Attendee Data

The Platform gives you access to certain information about your attendees, such as names, contact information consistent with the attendee's consent choices, and event statistics. You may use attendee data solely to operate, promote, and analyze your own events, consistent with applicable law (including CAN-SPAM and applicable privacy laws) and with the consent basis under which the data was collected.

You may not sell, rent, or disclose attendee data to third parties, use it to spam attendees, or use it for purposes unrelated to your events. Data made available to you remains subject to the BandPass Privacy Policy.

10. Your Content

You grant BandPass a non-exclusive, royalty-free, worldwide license to host, display, and distribute the content you upload (event descriptions, posters, images, artist and venue information) for the purpose of operating and promoting the Platform and your events. You represent that you own or have rights to all content you upload and that it does not infringe any third party's rights.

11. Prohibited Uses

You may not use the Platform for unlawful events or activity; sell tickets you do not have the right to sell; misrepresent an event, its lineup, or its venue; manipulate pricing, inventory, or analytics; interfere with the Platform's operation or security; or attempt to process payments for anything other than bona fide tickets and event-related items for your own events.

12. Platform Ownership

BandPass and its licensors own the Platform and all related software, designs, analytics, and data products. This Agreement grants you no rights in the Platform other than the right to use it as provided. Feedback you provide about the Platform may be used by BandPass without restriction or obligation.

13. Term, Suspension, and Termination

This Agreement is effective when you accept it and continues until terminated. You may stop using the Platform at any time; obligations for events already sold (including refund and chargeback responsibility) survive. BandPass may suspend or terminate your access for breach of this Agreement, suspected fraud, legal risk, or extended inactivity, and will pay out amounts owed to you, less permitted offsets, following termination.

14. Disclaimers, Liability, and Indemnity

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, BANDPASS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BANDPASS'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) THE TOTAL FEES RETAINED BY BANDPASS FROM YOUR TRANSACTIONS IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. IN NO EVENT WILL BANDPASS BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS OR REVENUES.

You will indemnify and hold harmless BandPass and its members, officers, and employees from claims, damages, and expenses (including reasonable attorneys' fees) arising from your events, your content, your use of attendee data, or your breach of this Agreement.

15. Changes to this Agreement and to Fees

BandPass may update this Agreement and its fee structure prospectively. For material changes, BandPass will provide notice through the Platform or by email and will require re-acceptance where the change materially affects your rights. Continued use of the Platform after the effective date of a change constitutes acceptance. Changes do not apply retroactively to tickets already sold.

16. Dispute Resolution; Arbitration; Class Waiver

Any dispute arising out of or relating to this Agreement or the Platform will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Denver, Colorado, except that either party may bring an individual claim in small claims court or seek temporary injunctive relief in court to protect intellectual property or confidential information. BOTH PARTIES WAIVE ANY RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION. Judgment on the award may be entered in any court of competent jurisdiction. The prevailing party is entitled to reasonable attorneys' fees and costs.

17. General

This Agreement is governed by the laws of the State of Colorado, without regard to conflict-of-laws rules. If any provision is held unenforceable, it will be reformed to the minimum extent necessary and the remainder will remain in effect. You may not assign this Agreement without BandPass's consent; BandPass may assign it to a successor. This Agreement, together with the BandPass Terms of Service, Privacy Policy, and the Stripe Connected Account Agreement, is the entire agreement between the parties regarding its subject matter. Electronic acceptance satisfies any requirement of a writing or signature. Notices to BandPass: BandPass LLC, Attn: Legal, email: support@thebandpass.com. Notices to you: the email on your account.