AUDIENCE REPUBLIC GENERAL TERMS OF SERVICE

 

1. Terms of Use. These terms set forth the legally binding terms, conditions, policies and notices ("Terms") for your use of the website at www.audiencerepublic.com and all other sites and sub-domains owned and operated by AUDIENCE REPUBLIC PTY LTD ("Audience Republic") that redirect users www.audiencerepublic.com, www.arpblc.co, www.ticketsquad.com, www.ticketsquad.io (collectively, the "Site"), and the service and platform owned and operated by Audience Republic (together with the Site, the "Service"). By using the Service as an Organizer or Fan, by visiting or browsing the Site, or by contributing any content, information, or other materials or services to the Site, you agree to be bound by these Terms. 

 

2. Campaigns

 

a. Audience Republic is a platform and service where certain organizers ("Organizers") can create campaigns by offering merit-based rewards of different types and levels to different users ("Fans") to incentivize and facilitate marketing of the Organizer and its activities by its Fans ("Campaigns").

 

b. By creating a Campaign on Audience Republic, the Organizer is offering Fans the opportunity to enter into a contract with the Organizer. By participating in the Campaign, the Fan accepts that offer and a contract between the Organizer and Fan is formed.

 

c. Organizers are wholly responsible for fulfilling obligations both implied and stated in any Campaign they create, and are required to fulfill all rewards if achieved. Organizers shall make a good faith attempt to fulfill each reward by its delivery date as noted in the particular Campaign. For some rewards, the Organizer may need further information from Fans (e.g., a mailing address or shirt size) to enable the Organizer to deliver the reward. The Organizer and/or Audience Republic shall request the information directly from Fan after the Campaign reward is achieved. To receive the reward, Fans agree to provide the requested information to the Organizer and/or Audience Republic within a reasonable amount of time or as otherwise set forth in the Campaign official rules. Audience Republic does not guarantee the delivery or receipt of rewards.

 

d. Audience Republic reserves the right to reject, cancel, interrupt, remove, or suspend a Campaign at any time and for any reason, and shall not be liable for any damages as a result of any such action. Audience Republic may terminate Campaigns and/or accounts of users that are single or repeat infringers of intellectual property rights of others.

 

e. Audience Republic is not liable for any damages or loss incurred related to rewards or any use of the Service. Audience Republic is under no obligation to become involved in disputes between Organizers or Fans, including, but not limited to, disputes relating to the delivery of rewards. Audience Republic does not oversee the performance or punctuality of rights and/or obligations associated with any Campaigns. You hereby release Audience Republic, its owners, shareholders, members, officers, employees, agents, licensees and successors from any claims, damages, or demands of any kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and the Service.

 

3. Fees & billing

 

a. Audience Republic charges a fee to Organizers to create Campaigns, and by creating a campaign on Audience Republic you agree to timely pay all charges incurred by your account, including applicable taxes, in accordance with billing terms in effect at the time the charge becomes payable. If payment cannot be charged to your credit card or the charge is returned for any reason, Audience Republic may suspend or terminate your account.

 

b. We reserve the right to change the amount of, or basis for determining, any fees or charges for services we provide, and to institute new fees, charges or terms effective upon prior notice to customers (which may be sent by email to the address you have most recently provided us).

 

c. Audience Republic does not charge any fees to Fans to enter into Campaigns.

 

4. Registration.

 

a. Your participation in the Service may require that you supply certain information to Audience Republic. If so requested, you shall provide accurate, complete, and updated registration information; failure to do so may constitute a breach of the Terms, which may result in the immediate termination of your account. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data, and any loss caused by your failure to do so is your responsibility. Personal information supplied by you shall be subject to Audience Republic's Privacy Policy, which is incorporated in these Terms by this reference. Audience Republic shall have the right to distribute such registration information to Organizers and as otherwise permitted in the Privacy Policy, and otherwise processed in Australia. Audience Republic is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. Audience Republic shall not be responsible for any losses arising out of the loss or theft of user information transmitted from or stored on a computer or device or from unauthorized or fraudulent transactions associated with the Service.

 

b. You shall not use a user or screen name that: (i) Is the name of another person, with the intent to impersonate that person; (ii) is subject to any rights of another person; or (iii) is vulgar, offensive, slanderous, libelous, or obscene.

 

c. Audience Republic reserves the right in its sole discretion to refuse your registration. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password. You shall never use another person's account without their express permission. You shall immediately notify Audience Republic in writing of any unauthorized use of your account or other known account-related security breaches. You may still view Content on the Site without registering, but as a condition of using certain aspects of the Service, you may still be required to register with Audience Republic in order to use certain Services. If you elect not to register and provide such information, you may not be able to access certain content or participate in certain features of the Services or any features at all. 

 

d. When you elect to participate and register to use the Service, Audience Republic may automatically create an account using your Facebook credentials (e.g., username, password) and add the Audience Republic application to your account and privacy settings via Facebook Connect (or the designated Facebook interactive platform). You shall consent to all Facebook Permissions to allow Audience Republic to receive user information and to take all necessary actions via Facebook Connect. e. Audience Republic shall have the right to store data and information and to distribute such data and information to Organizers, subject to Audience Republic's Privacy Policy, these Terms, or any other public policy, statutes, and/or regulations, including but not limited to: f. Your Facebook identification, email, first and last name, gender, list of Facebook friends, Facebook tokens for authentication and authorization, current city and hometown information; ii. Your Twitter identification, Twitter tokens for authentication and authorization, Twitter name and screen name; and iii. Your promotion and activity details. For more information on how Audience Republic's information collection and use practices, please see Audience Republic's Privacy Policy.

 

5. Rules and Conduct.

 

a. As a condition of your use of the Service, you shall not to use the Service for any purpose that is prohibited by the Terms or other applicable law.

 

b. You shall not directly or indirectly: (i) take any action that imposes or may impose (as determined by Audience Republic in its sole discretion) an unreasonable or disproportionately large load on Audience Republic's or its third-party providers' infrastructure, or otherwise "floods" or overburdens the Service; (ii) interfere or attempt to interfere with, impair, or disable the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures Audience Republic may use to prevent or restrict access to the Service (or other accounts, systems, or networks connected to the Service); (iv) run any form of auto-responder, spam, software, or device to "crawl" or data-mine the Site or Service, or any automated devise or program that submits postings in bulk, at regular intervals (without being manually entered), or in any way is considered "gaming the system"; (v) decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service; (vi) modify, translate, or otherwise create derivative works based upon of any part of the Service; (vii) attempt to gain unauthorized access to Audience Republic's computer systems, database, and user information not made available or provided through the Site; or (viii) impersonate any person or entity, including but not limited to any Organizer, Fan, employee, or representative of Audience Republic, or otherwise employ misleading e-mail addresses or identifiers to disguise your identification.

 

c. Attempts at phishing/pharming, using scripts or proxies, or any attempt to bypass the content limits in place to promote authenticity, including but not limited to clearing cookies or cached files, private browsing, using a fake account, posing as multiple users (ex. acting with an account that belongs to a friend or family member), or using "sites" dedicated to getting Campaign votes, using "sites" dedicated to buying or trading services for points, using "sites" that may promote or allow activity deemed unauthentic by Audience Republic, or any other activity deemed fraudulent by Audience Republic in an attempt to impersonate fan activity is a violation of Audience Republic's rules and MAY result in account suspension, disqualification and/or loss of earned points, in Audience Republic's or Organizer's sole discretion.

 

d. All Campaigns are subject to their own set of official rules in addition to these Terms.

 

6. Third-Party Sites. 

a. The Site may link to other websites or resources on the Internet (e.g., Facebook, Instagram, SoundCloud, Spotify), and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. Those other websites are not under Audience Republic's control, and you acknowledge that Audience Republic is not liable for the content, products, services, function, legality, or any other aspect and/or materials available via those other websites or resources. You further acknowledge and agree that Audience Republic shall not be liable for any damage as a result from or related to the use of any content, goods or services available through any third-party website or resource.

 

b. Audience Republic does not in any way endorse, recommend or make any recommendations in relation to any such Third Party Sites. Similarly, while Audience Republic monitors the working condition of the connectors to such Third Party Sites and is committed to resolving any issues that may arise from a third party changing the login procedure of its application, it is not liable, nor can it be held responsible, for any changes or the inoperability of such Third Party Applications, whether temporary or permanent. Audience Republic also assumes no responsibility for the content, guidelines, privacy policies, or practices of any third party and by using the Services you expressly relieve Audience Republic from any and all liability arising from your use of any Third Party Sites. You further acknowledge that such Third Party Sites may be protected by copyrights, patents, trademarks, trade secrets and/or other proprietary rights, and therefore you undertake not to modify, publish, transmit, distribute, perform, participate in the transfer or sale, create derivative works of, or in any way exploit, any of the Third Party Sites, in whole or in part, and undertake to abide by the relevant terms of use of such Third Party Sites.

 

7. Content.

 

a. All postings, e-mails, texts, file, sound recordings, musical compositions, videos, photographs, images, artwork, data, metadata, software, trademarks, copyrights, and other materials and information (collectively, "Content") posted, transmitted, uploaded, stored, reproduced, distributed, marketed, performed, and downloaded by you through the Site and Service shall be your sole responsibility. You shall abide by and maintain all copyright and other legal notices, information, and restrictions contained in any Content accessed through the Service.

 

b. By submitting Content on the Site, you hereby grant to Audience Republic, its users and licensees, the following gratis/royalty-free right and license to (i) edit, modify, prepare derivative works of, reproduce, host, display, publicly perform, stream, transmit, copy, market, reproduce, digitally distribute, and otherwise use your Content, as applicable, solely for promotional purposes in connection with the Service and Site, and (ii) to take whatever other action is necessary to perform and market the Service.

 

c. You further grant to Audience Republic the right and license to use and publish, and permit others to use and publish, your name, screen name, likeness(es), and personal and biographical materials in connection with the Service. d. You shall not, and shall not permit any third party using your account to, take any action or submit Content that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any other person or entity, or violates any law or contract; (ii) you know is false, misleading, or inaccurate; (iii) is unlawful, threatening, abusive, harassing, discriminating, defamatory, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another's privacy; (iv) constitutes unsolicited or unauthorized advertising, solicitation, promotional material, junk mail, or spam; (v) contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or system, or to obtain unauthorized access to such software, hardware or system; or (vi) is made in breach of any legal or contractual duty owed to a third party.

 

e. Audience Republic does not control, and is not responsible for, Content made available through the Service. Audience Republic makes no representation or warranty with respect to such Content, and any Content accessed through the Service shall be at your own risk. Audience Republic neither endorses nor is responsible for the accuracy, completeness, or reliability of any information, opinion, statement, or any Content made available on the Site. In no circumstances will Audience Republic be liable in any way for any Content, or for any loss or damage of any kind incurred as a result of the use of any Content made available via the Service. You acknowledge that Audience Republic does not pre-screen or approve Content, but that Audience Republic shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is made available via the Service for any reason. Audience Republic does not guarantee that your Content will be made available through the Service. 

 

8. Termination. Audience Republic may terminate or suspend your access to the Service without cause or prior notice, which may result in the forfeiture and loss of information associated with your account. If you wish to terminate your account, you may do so by following the instructions on the Site. All provisions of the Terms that by their nature would survive termination shall appropriately survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. 

 

9. Warranties and Representations/Disclaimers. YOU ACKNOWLEDGE, THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THAT THE SERVICES, THE SITE AND OTHER MATERIALS PROVIDED TO YOU UNDER THIS AGREEMENT ARE PROVIDED ON AN "AS IS" BASIS. USE OF THE SERVICES AND RELIANCE ON THE SITE CONTENT IS DONE SOLELY AT YOUR OWN RISK. AUDIENCE REPUBLIC DISCLAIMS ANY AND ALL WARRANTIES RELATING TO THE SERVICE, THE SITE, THEIR CONTENT AND OTHER MATERIALS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR THE SERVICES PROVIDED WILL BE ERROR-FREE, THAT ACCESS THERETO WILL BE UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE OUR SERVICES AVAILABLE ARE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

 

10. Liabilities and Indemnities. You shall indemnify and save harmless Audience Republic and its directors, officers, employees, representatives and agents ("Related Parties") against all demands, claims, actions, liabilities, losses, costs, damages or expenses whatsoever (including reasonable attorneys' fees) ("Damages") asserted against, imposed upon or incurred by Audience Republic and/or any of its Related Parties resulting from or arising out of any violation of these Terms by you or arising and related to your use of the Services. THE CUMULATIVE LIABILITY OF AUDIENCE REPUBLIC FOR ALL CLAIMS RELATING TO THE SITE OR SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, INTELLECTUAL PROPERTY INFRINGEMENT, STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU FOR THE SERIVICES OR USE OF THE SITE. AUDIENCE REPUBLIC WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE SERVICES, WHETHER THE MATERIAL IS PROVIDED OR OTHERWISE SUPPLIED BY AUDIENCE REPUBLIC OR ANY THIRD PARTY. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION AND ELSEWHERE IN THESE TERMS OF USE APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

 

11. Electronic Delivery/Notice Policy. By using the Services, you consent to receive from Audience Republic all communications, including notices, agreements, legally required disclosures, or other information in connection with the Services electronically at the e-mail provided by you. Audience Republic may also provide such notices by posting them on the Site.

 

12. Miscellaneous.

 

a. Audience Republic shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond Audience Republic's reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation. Audience Republic may assign, transfer, or delegate any of its rights and obligations hereunder without your consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms, and neither party has any authority of any kind to bind the other in any respect.

 

b. In any action or proceeding to enforce rights under the Terms, the prevailing party will be entitled to recover court costs and reasonable attorneys' fees.

 

c. No failure by Audience Republic to perform any of its material obligations hereunder shall be deemed to be a breach of these Terms until written notice of such failure has been sent to Audience Republic (e-mail notice shall suffice), and such failure has not been corrected within thirty (30) days after Audience Republic's receipt of such notice.

 

d. These Terms (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed in accordance with the laws of NSW, Australia. You agree that any available claim arising out of or relating to these terms may only be filed only in the courts located in NSW, Australia and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. YOU AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THIS SERVICE AND/OR THESE TERMS, WILL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION.

 

e. The Terms and other referenced material contain the entire agreement between you and Audience Republic with respect to the Service, and supersede all prior or contemporaneous communications and proposals (whether verbal, written or electronic). If any provision hereof is found to be unenforceable, unlawful, or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the rest of the Terms will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

 

f. This Site is owned and operated by Audience Republic: All of the content created by Audience Republic and featured or displayed on the Site, including, but not limited to, text, graphics, photographs, images, moving images, trademarks, recordings, illustrations and software is owned or controlled by Audience Republic. Specifically, Audience Republic, ticketsquad.com, the Audience Republic logo(s) and other marks identifying Audience Republic products and services are trademarks of Audience Republic and may not be used without the prior written approval of Audience Republic. Content on this Service that is provided by Audience Republic or its licensors, including certain graphics, photographs, images, screen shots, text, digitally downloadable files, tradeamrks, logos, product and program names, slogans, and the compilation of the foregoing ("Audience Republic Content") is the property of Audience Republic and its licensors, and is protected in Australia and internationally under trademark, copyright, and other intellectual property laws. You agree not to download, display or use any Audience Republic Content located on the Service for use in any publications, in public performances, on websites other than this Service for any other commercial purpose, in connection with products or services that are not those of Audience Republic, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Audience Republic and/or its licensors, that dilutes the strength of Audience Republic's or its licensor's property, or that otherwise infringes Audience Republic's or its licensors' intellectual property rights. You further agree to in no other way misuse any Audience Republic Content or Content that appears on this Service. Except as explicitly permitted under these Terms or by a written agreement with Audience Republic, no portion or element of this Site or Service may be copied or retransmitted via any means or format; the Site and all related rights shall remain the exclusive property of Audience Republic.

 

13. Acceptance of Terms.

 

a. The Service is offered subject to the acceptance of these Terms, and all other operating rules, policies, and procedures that may be published on the Site by Audience Republic, which are incorporated by reference.

 

b. Audience Republic reserves the right, at its sole discretion, to modify or replace these Terms or other supplementary rules by posting the updated terms on the Site. It is your responsibility to check the Terms periodically for changes; provided, however, that your continued use of the Service following the posting of any changes to the Terms constitutes acceptance of those changes.

 

c. Audience Republic reserves the right to change, suspend, or discontinue the Service (including, but not limited to, the availability of any feature, database, or Content) at any time for any reason. Audience Republic may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. You agree that you do not have any rights in this Service and that Audience Republic will have no liability to you if this Service is discontinued or your ability to access the Service or any content you may have posted on the Service is terminated.

 

d. You represent and warrant that you are at least 13 years old (or the required age set forth in the specific Campaign Terms & Conditions and/or Campaign details) and that all registration information you submit is accurate and truthful. If you are under the age of 18, you hereby represent that you are using the Service with the consent of your parent or guardian (Guardian), and that said Guardian is at least 18 years old, is the legal Guardian of the person listed on the Audience Republic account, and that said Guardian has expressly given permission to access the Service. This service is not directed at children. Audience Republic reserves the right to ask for proof of age from you, and your account may be suspended until satisfactory proof of age is provided. Audience Republic may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time.