Terms of Service for Organizers
Last
Updated: May 23,
2019
For participants and non-organizers |
For Organizers
Welcome
to Competition Corner. Competition Corner enables people all over the world to
plan, manage, and charge fees to any event. And we make it easy for everyone to
discover events, and to share the events they are attending with the people
they know. The following pages contain our Terms of Service for Organizers,
which govern all Organizers’ use of the Services made available by Michael Huynh Enterprise,
Inc. ("Competition Corner").
1. ACCEPTANCE OF TERMS.
1.1 Overview.
These Terms of Service for Organizers (the "TOS") govern all use by you as an event organizer or planner
("Organizer" or "you") of (a) the Competition
Corner websites and domains (including all webpages, subdomains and subparts
therein contained, the "Site"),
(b) any and all services available on or through the Site or otherwise provided
by Competition Corner, and (c) any and all software that is available on or
through the Site or otherwise provided by Competition Corner, including without
limitation, Competition Corner’s mobile applications (collectively, the “Software” ((a)–(c), collectively, the
"Services"). The Services
are provided and operated by Competition Corner. Your access to the Services is
conditioned on your acceptance of these TOS, and your use of the Services is
subject to the terms and conditions contained herein and all other operating
rules, policies and procedures that may be published from time to time on the
Site by Competition Corner. BY USING OR ACCESSING ANY PART OF THE SERVICES OR BY CLICKING TO ACCEPT OR AGREE TO THESE TERMS OF USE
WHEN THIS OPTION IS MADE AVAILABLE TO YOU, (1) YOU ACKNOWLEDGE THAT
YOU HAVE READ AND UNDERSTAND THESE TOS, AND (2) YOU ACCEPT
AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN AND
ALL OTHER OPERATING RULES, POLICIES AND PROCEDURES THAT MAY BE MADE AVAILABLE
TO YOU OR PUBLISHED FROM TIME TO TIME ON THE SITE BY Competition Corner. IF YOU DO NOT AGREE TO ANY OF SUCH TERMS,
CONDITIONS, RULES, POLICIES OR PROCEDURES, DO NOT USE OR ACCESS THE SERVICES.
1.2 Modification.
These TOS may be modified on an event-by-event basis, or through a written
addendum executed by you and an authorized officer of Competition Corner. Further, Competition Corner reserves the
right, at its sole discretion, to modify these TOS at any time. It is your
responsibility to check these TOS periodically for changes. Your continued use
of the Services following the posting of any changes to these TOS constitutes
acceptance of those changes. If any change to these TOS is not acceptable to
you, your sole remedy is to cease accessing, browsing and otherwise using the
Services.
2. DESCRIPTION OF Competition Corner.
Competition Corner provides a simple and quick means for registered users
who are Organizers to collect payments with respect to the sale of
registrations for the events registered on the Site ("Event Registration Fees") from those individuals who will
participate in such events ("Participants").
Organizers may visit the Site, fill out a questionnaire about their event,
including pricing, location, event details, etc., and collect Event
Registration Fees online directly from Participants. These TOS applies to you
and your use of the Services as an Organizer. For the terms applicable to any use
of the Services as a Participant and/or other non-Organizer user or visitor,
please see http://www.competitioncorner.net/terms-of-use.
3. YOUR USE OF THE SERVICES.
3.1 The
Services.
Subject to and conditioned upon your payment of all Service Fees and your
compliance with the terms and conditions of these TOS, Competition Corner
hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable
right to access and use the Services during the term of these TOS solely for
the purposes of creating an event page with respect to, and promoting,
managing, tracking, and collecting Event Registration Fees for, an event that
you have registered on the Site.
3.2 Your
Obligations.
Except as expressly authorized by Competition Corner in writing or as
expressly authorized hereunder, you shall not, and shall not permit anyone else
to, directly or indirectly: (i) copy, modify, reproduce or otherwise create
derivative works of any part of the Services or Site Content (as defined
below); (ii) reverse engineer, disassemble, decompile, decode, adapt or
otherwise attempt to derive, gain access to or discover the source code or
structure, sequence and organization of all or any part of the Services (except
that this restriction shall not apply to the limited extent restrictions on
reverse engineering are prohibited by applicable local law); (iii) rent, lease,
sell, resell, license, sublicense, assign, transfer, publish or distribute the
Services or Site Content, or otherwise use or make available the Services or
Site Content for timesharing, service bureau, or commercial purposes (except
for the limited commercial purpose of collecting Event Registration Fees
through the Site as an Organizer in accordance with these TOS); (iv) remove or
alter any proprietary notices or labels on or in the Services or Site Content;
(v) engage in any activity that interferes with or disrupts the Services; or
(vi) use the
Services or any Site Content in any manner or for any purpose that infringes,
misappropriates, or otherwise violates any intellectual property right or other
right of any person, or that violates any applicable law. You acknowledges that, as between you and Competition
Corner, Competition Corner owns all right, title, and interest, including all
intellectual property rights, in and to the Services and Site Content.
3.3 Software.
If you are allowed to download or use any locally installed Software in
connection with the Services, your use of such Software shall be subject to the
terms and conditions or license agreement provided to you in connection with
such Software. If no separate terms and
conditions or license agreement is provided with respect to such Software, then
subject to and conditioned upon your payment of all Service Fees and your
compliance with the terms and conditions of these TOS, Competition Corner
hereby grants you a limited, personal, non-transferable, non-sublicensable,
revocable, non-exclusive license to use the Software solely for your internal
use in connection with the Services, and only in accordance with any written
instructions and directions made available by Competition Corner in conjunction
with the Software.
Downloading any Software made available by Competition Corner and using the
Services is at your sole risk. You shall also be responsible for using the Services
in a manner that complies with (i) all laws, regulations and rules applicable
in the jurisdiction(s) where your events take place or where you or any
Participants are located (including, but not limited to, laws, regulations and
rules relating to Organizer’s refund policies, the Event Registration Fees
charged to Participants, and any Service Fees Organizer elects to pass along to
Participants) and (ii) the rules and regulations of all credit card and
payment processing policies and rules.
Each item of Software and all related documentation is a "commercial
item" as that term is defined at 48 C.F.R. § 2.101, consisting of
"commercial computer software" and "commercial computer software
documentation," respectively, as such terms are used in United States
Federal Acquisition Regulations Section 12.212. Any use, duplication or
disclosure of the Software or such documentation by or on behalf of the U.S.
Government is subject to restrictions as set forth in this TOS.
4. PAYMENT METHODS.
4.1 Overview.
As a condition of using the Services, you shall be required to pay
Competition Corner all then-current Service Fees (as defined below), which may
be based in whole or in part on the Event Registration Fees, the number of
tickets sold by you and/or the value of such tickets. When creating an event, Organizer is
responsible for carefully reviewing Competition Corner’s then-current Service
Fees, which may be presented to you for acceptance on the Site or will otherwise
be posted at https://help.competitioncorner.net/fees-pay-out-refunds-tax-information/fees/pricing (which may be updated by Competition Corner from time to time). The “Service
Fees” include Competition Corner’s service fees and processing charges
(which may be based in whole or in part on the Event Registration Fees you
charge Participants), credit card or other payment processing fees and charges
(including the Payment Providers’ processing fees and related charges), and all
additional on-site service fees, equipment lease charges, printed ticket fees,
and other amounts, fees and charges of any kind payable by you to Competition
Corner in connection with the provision of the Services.
4.2 Payment
Processing.
Payments on the Site are all transacted through one or more third-party
service providers, such as Stripe (collectively, "Payment Providers"), including for the collection of Event
Registration Fees. All sales, fees, charges, and funds hereunder (including the
Service Fees and Event Registration Fees) will be collected and paid in U.S.
Dollars, or if Organizer elects to list Event Registration Fees in a foreign
currency accepted by Competition Corner, Organizer will pay the associated Service
Fees to Competition Corner in the foreign currency selected by Organizer.
The following terms
used in this Agreement relate to your use payments transacted on the Site:
“Activity” means any actions submitted
to a Payment Provider (including Stripe) in connection with your use of the
Site.
“Charge” means a credit or debit
instruction to capture funds from an account that a Participant maintains with
a bank or other financial institution in connection with a payment transaction
initiated using the Site.
“Chargeback” and “Dispute” means an instruction initiated by a Participant for the
return of funds for an existing Charge (including a chargeback or dispute on a
payment card network; and disputes on the Automated Clearinghouse (ACH)
network).
“Fine” means any fines, levies, or other
charges imposed by us or a Payment Provider caused by your violation of laws or
this Agreement, or as permitted by the applicable payment association rules.
“Refund” means an instruction initiated
by you to return funds to a Customer for an existing Charge.
“Reversal” means an instruction
initiated by a Payment Provider or us to return funds for an existing Charge.
(a) Independent
Relationship.
Organizers and Participants effect the applicable monetary payment
transactions through the Payment Providers, and Organizer agrees to comply with
and be bound by all applicable terms of use, rules and other policies governing
the Payment Providers’ services (collectively, the “Payment Provider Terms”).
Payment
processing services on the Site may specifically be provided by Stripe, and
such services are subject to the Stripe
Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By
accepting the TOS and continuing to use the Site, you agree to be bound by the
Stripe Services Agreement, as the same may be modified by Stripe from time to
time. As a condition of Competition Corner enabling payment processing
services through Stripe, you agree to provide Competition Corner accurate and
complete information about you and your business, and you authorize Competition
Corner to share it and transaction information related to your use of the
payment processing services provided by Stripe.
You acknowledge
and agree that you are solely responsible for all Activity associated with your
use of the Site, including all transactions, Charges, Chargebacks, Disputes,
Refunds, Reversals, or Fines associated with your use of the Site. You will indemnify and hold harmless all CC
Indemnities for any Claims or other losses arising from (i) any such Activity
(including all transaction, Charges, Chargebacks, Disputes, Refunds, Reversals,
or Fines associated with your use of the Site, whether or not initiated by
you), or (ii) your failure to provide Competition Corner with accurate and
complete information about you and your business.
(b) Collection
of Fees; Payments.
Organizers are responsible for collecting all Event Registration Fees from Participants. Organizer agrees to pay Competition Corner
all then-applicable Service Fees, which may be automatically deducted from the
Event Registration Fees or shall otherwise be due and payable upon receipt of
the invoice setting forth such charges. Notwithstanding
the previous sentence or any other provision herein, Organizer shall not pass
along or otherwise charge Participants for any Service Fees to the extent
prohibited by any laws, regulations or rules applicable in any jurisdiction. No payments shall be made to an Organizer
with respect to any event that is cancelled. If any amounts have already been advanced
to an Organizer by Competition Corner or its Payment Providers for an event
that is subsequently cancelled, such Organizer will immediately reimburse Competition
Corner for all such payments upon cancellation of the event as provided below. Notwithstanding
any other provision herein, in no event will Competition Corner refund or
reimburse its Service Fees, even if Organizer or Competition Corner elects to issue
a complete or partial refund of the Event Registration Fees to a Participant.
NOTWITHSTANDING ANY OTHER PROVISION HEREIN, (i) COMPETITION CORNER RESERVES
THE RIGHT TO DEDUCT ITS SERVICE FEES FROM THE ORGANIZER’S EVENT REGISTRATION
FEES COLLECTED BY PAYMENT PROVIDERS, AND (ii) COMPETITION CORNER HAS NO
OBLIGATION TO PAY (OR CAUSE THE PAYMENT PROVIDERS TO PAY) ANY EVENT REGISTRATION
FEES TO ORGANIZER, IN WHOLE OR IN PART, PRIOR TO THE FIFTH (5TH) BUSINESS DAY
AFTER THE END DATE OF THE APPLICABLE EVENT.
ORGANIZER AGREES THAT ANY PAYMENT BY COMPETITION CORNER OR ITS PAYMENT PROVIDERS
OF EVENT REGISTRATION FEES PRIOR TO THE FIFTH (5TH) BUSINESS DAY AFTER THE END
DATE OF THE APPLICABLE EVENT IS MERELY AN ADVANCE OF AMOUNTS THAT MAY BECOME PAYABLE
TO ORGANIZER UNDER THESE TOS, AND UPON COMPETITION CORNER’S DEMAND, ORGANIZER AGREES
TO FULLY AND PROMPTLY (AND IN ANY CASE WITHIN FIVE (5) BUSINESS DAYS AFTER SUCH
DEMAND) REIMBURSE COMPETITION CORNER FOR SUCH AMOUNTS ADVANCED OR ANY PORTION
THEREOF DEMANDED BY COMPETITION CORNER.
(c) Refunds.
(i) Organizer agrees to be solely and exclusively responsible for providing
refunds of Event Registration Fees to Participants, which you may provide to
Participants at your own discretion. Further, Organizer is solely and
exclusively responsible for communicating its refund policy to Participants. An
Organizer shall ensure that its refund policy complies with and is consistent
with (A) the terms of these TOS; (B) all laws, regulations and rules
applicable to the jurisdiction of the event; (C) all applicable Payment
Provider Terms (including, but not limited to, the Stripe Services Agreement); (D) any
refund policy requirements posted by Competition Corner on the Site; and (E) the
payment and refund mechanics posted by Competition Corner on the Site. In no
event will Competition Corner or any Payment Providers be responsible for
reimbursing Organizer or any Participants for any Services Fees (including, but
not limited to, any and all credit card processing fees and charges), and to
the extent the Event Registration Fees charged to a Participant for an event
included any Service Fees charged by Competition Corner, Organizer will also be
responsible for refunding such amounts to Participant. All communications or disputes regarding refunds
shall be directly between the Organizer and Participant, and Competition Corner
will not be responsible or liable for, and Organizer hereby agrees to fully
indemnify Competition Corner and the CC Indemnitees for, Refunds, errors in
issuing refunds, or lack of refunds and for any Claims arising from the foregoing.
(ii) Notwithstanding the foregoing, you acknowledge and agree that
Competition Corner shall have the right to require any Organizer to issue a Refund
of any or all tickets at any time for any reason, including without limitation
if Competition Corner receives complaints from Participants with respect to the
applicable event or other events held by Organizer, or Competition Corner
determines in its sole discretion that Organizer or any of its representatives has
engaged in any fraudulent activity or made any misrepresentations, or otherwise
based upon the level of Refunds,
Disputes, Chargebacks, customer complaints, allegations of fraud, changes in Organizer’s
credit profile or the underlying event(s)’ risk profile.
Further, if one or more Participants(s) request a Refund, whether due to a
cancelled event or for any other reason where Competition Corner would
reasonably expect to lose a Chargeback, Competition Corner may, in its sole
discretion, issue such Refund to such Participants(s), and Organizer shall reimburse
Competition Corner for the amount of such Refund made by Competition Corner.
(d) Credit
Card Chargebacks.
Organizer agrees to reimburse Competition Corner for any and all Chargebacks,
Reversals, refunds issued by Competition Corner, Organizer or any Payment
Providers (whether initiated by Organizer or otherwise), or other transaction
reversals initiated against Competition Corner for any reason (except to the
extent they are caused solely by Competition Corner’s negligence or willful
misconduct) with respect to an Organizer's event and all related credit card
association, payment processing, re-presentment, Fines, penalty and other fees
and expenses incurred by Competition Corner in connection with such chargebacks
will ultimately be the responsibility of Organizer.
All communications and disputes regarding Chargebacks shall be between the
Organizer and Participant, and Competition Corner will not be responsible or
liable in any way for resolving any Chargebacks, Reversals, or other disputes
related to payment transactions. Organizer agrees that Competition Corner’s loss of any Chargeback
that has been re-presented by Competition Corner will not in any way limit
Organizer's obligation to reimburse Competition Corner as required hereunder. Organizer hereby agrees to fully indemnify
Competition Corner and the CC Indemnitees for Chargebacks, Disputes, Reversals,
refunds issued by Competition Corner, Organizer or any Payment Providers
(whether initiated by Organizer or otherwise), other transaction reversals initiated
against Competition Corner for any reason with respect to an Organizer's event,
and all related credit card association, payment processing, re-presentment, Fines,
penalty and other fees and expenses incurred by Competition Corner in
connection with the foregoing, including any Claims in respect of the foregoing.
4.3 Non-Exclusive
Remedies.
(a) Payment.
In the event that Organizer fails to pay to Competition Corner any amount
owed pursuant to these TOS when due (including, but not limited to, any Service
Fees), such overdue amount shall accrue interest from the applicable due date
until paid in full at a rate equal to the lesser of (i) ten percent (10%) per
annum, or (ii) the maximum amount permitted by applicable law. In the event any
outstanding amounts are owed by Organizer to Competition Corner under these TOS
or otherwise, Competition Corner may, without limiting its other rights and
remedies, (1) deduct such amounts from Organizer's outstanding balance, whether
for that particular event or for any other event that Organizer lists through
the Services; and/or (2) send an invoice to Organizer for such amounts to the
extent Organizer's outstanding balance is insufficient to cover these costs, in
which case Organizer shall pay Competition Corner such invoiced amounts within
thirty (30) days after the date of the invoice. If payment for any amounts due
to Competition Corner hereunder are not made by Organizer when due, Competition
Corner reserves the right, in its sole discretion and without limiting its
other rights and remedies, to terminate Organizer's registration for the
Services (including any and all accounts that Organizer may have) and to cancel
all other events listed by Organizer.
(b) Confirmation.
Upon receipt of a credit card authorization from each individual ticket
purchase, Competition Corner generates a confirmation message and issues a
unique confirmation number. You agree to unconditionally accept, honor, and
fulfill all ticketing commitments that have been confirmed by Competition
Corner through the Services, and if applicable, it is your responsibility to
verify the Participants’ membership status, confirmation number and/or any
event restrictions prior to the subject event.
(c) Taxes;
Withholding.
(i) You are solely responsible for determining which, if any, sales, use,
amusement, value added, consumption, excise and other taxes, duties, levies and
charges (collectively, "Taxes")
apply to your use of the Services and for collecting, remitting and reporting
the correct amounts of all such Taxes to the applicable governmental
authorities, even if Competition Corner provides you with tools that assist you
in doing so. Competition Corner does not represent or warrant that any tax
tools will meet all tax requirements that may be applicable to you. Competition
Corner cannot give you legal or tax advice, so please be sure to check with
your own tax advisor about any applicable Taxes. In the event that a
governmental authority requires Competition Corner to pay any Taxes
attributable to your use of the Services, you agree to indemnify and reimburse
Competition Corner and the CC Indemnitees for such Taxes and all costs and
expenses related thereto.
(ii) All Service Fees charged by Competition Corner do not include any
Taxes except to the extent that any Taxes are expressly set forth in the
applicable invoice or billing statement, and you agree to pay any Taxes that
are imposed and payable on such Service Fees (other than those calculated based
on Competition Corner's net income) to Competition Corner.
(iii) In addition, you agree to promptly provide all tax information to the
extent required by law or as otherwise requested by Competition Corner.
(iv) Competition Corner reserves the right to withhold the payment of any
amounts owed to you hereunder if Competition Corner suspects or determines that
such amounts have been generated in (A) a fraudulent manner, (B) violation of
these TOS, or (C) violation of any applicable laws, rules regulations or
policies, or if Competition Corner is required to do so by applicable laws,
rules, regulations or policies. Such withholding may be temporary or permanent
(as determined by Competition Corner).
5. YOUR REGISTRATION OBLIGATIONS.
To be a registered user of the Services as an Organizer, you agree to: (a)
provide true, accurate, current and complete information about yourself as
prompted by the Site registration form (the "Registration Data") and (b) maintain and promptly update the
Registration Data to keep it true, accurate, current and complete. If you
provide any information that is untrue, inaccurate, not current or incomplete,
or Competition Corner has reasonable grounds to suspect that such information
is untrue, inaccurate, not current or incomplete, Competition Corner has the
right to suspend or terminate all of your accounts and refuse any and all of
your current or future use of the Services (or any portion thereof).
Competition Corner is concerned about the safety and privacy of all its users,
particularly children. For this reason, and to be consistent with the terms of
use of any Payment Provider or other third party service provider, you must be
at least 18 years of age, or the legal age of majority where you reside if that
jurisdiction has an older age of majority, to register for an account.
6. ACCOUNT, PASSWORD AND SECURITY.
As part of the Site registration process, you will create an account for
the Service. You are responsible for maintaining the confidentiality of the
password and account credential, and are fully responsible for all activities
that occur using your account credentials, including, without limitation, all
actions by authorized users associated with your account. You agree to (a)
immediately notify Competition Corner of any unauthorized use of your password
or account credentials, any unauthorized access or use, or any other breach of
security, and (b) ensure that you log out or exit from your account at the end
of each session. Competition Corner cannot and will not be liable for any loss,
damage or other liability arising from your failure to comply with this Section
or from any unauthorized access to or use of your account.
7. CONTENT.
7.1 Site
Content.
You acknowledge that all material and content, including without limitation
information, data, software, text, design elements, graphics, images and other documents
and files (collectively, "Content"),
contained in or delivered via the Services or otherwise made available by
Competition Corner in connection with the Services (collectively, "Site Content") may be protected by
copyrights, trademarks, service marks, trade secrets and other intellectual
property or proprietary rights and laws. You acknowledge that Competition
Corner and its licensors own the Site Content (or portions thereof), including
any Site Content made available through arrangements with third parties. Except
as expressly authorized by Competition Corner in writing or in connection with
your use of the intended functionality of the Services, you agree not to sell,
license, rent, modify, distribute, copy, reproduce, transmit, publicly display,
publicly perform, publish, adapt, edit or create derivative works of any Site
Content, or post any Site Content on any other web site or in a networked
computer environment for any purpose. Reproducing, copying or distributing any
Site Content for any other purpose is strictly prohibited without the express
prior written permission of Competition Corner in each instance. You shall use
the Site Content only for purposes that are expressly permitted by these TOS
and in accordance with any and all applicable laws, rules, regulations, and
policies. Any rights not expressly granted herein are reserved.
7.2 Organizer
Content.
You acknowledge and agree that if you or any of your authorized users contribute,
provide or make available any Content to or through the Services ("Organizer Content"), you hereby
grant to Competition Corner a non-exclusive, worldwide, perpetual, irrevocable,
royalty-free, transferable, sublicensable (through multiple tiers) right and
license to use, reproduce, adapt, modify, distribute, translate, publish, create
derivative works based on, perform, publicly display and otherwise exploit such
Organizer Content, in whole or in part, in any media now known or hereafter
developed, for any purpose whatsoever. You represent and warrant that you have the
right, power and authority to grant the foregoing license, and that all Organizer
Content (i) does not infringe, misappropriate or otherwise violate the rights
of any third party (including, without limitation, intellectual property or
other proprietary rights), and (ii) complies with all applicable laws, rules, regulations
and policies. In addition, any Organizer Content you provide must be accurate
and truthful. Competition Corner reserves the right to remove any Organizer Content
from the Services at any time if Competition Corner believes in its sole
discretion that it does not comply with these TOS. In addition, you agree that
Competition Corner may use your name and logo (whether or not you have made them
available through the Site) for the purpose of identifying you as an existing
or past customer of Competition Corner both on the Site and in marketing and
promotional materials.
7.3 DMCA.
The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for
copyright owners who believe that material appearing on the Internet infringes
their rights under U.S. copyright law. If you believe in good faith that any
Content made available in connection with the Services infringes your
copyright, you (or your agent) may send us a notice to the address provided in
Section 19 requesting
that the Content be removed, or access to it blocked. Notices and
counter-notices must meet the then-current statutory requirements imposed by
the DMCA (see http://www.loc.gov/copyright for details).
8. CONDUCT.
8.1 Certain
Restrictions.
You understand that you are liable for all Content (including Organizer
Content), in whatever form, that you provide or otherwise make available to or
through the Services, including to Participants and other users of the
Services. You shall not use the Services to:
(a) upload,
post, email, transmit or otherwise make available any Content that is unlawful,
harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar,
obscene, libelous, invasive of another's privacy, hateful, or racially,
ethnically or otherwise objectionable;
(b) harm
minors in any way;
(c) facilitate
gambling, gaming, lotteries, raffles, contests, sweepstakes and/or any other
activity featuring the award of a prize other than raffles, contests or
sweepstakes conducted in a manner that complies in all respects with
Competition Corner's Raffles, Contests and Sweepstakes Guidelines;
(d) impersonate
any person or entity, including, but not limited to, an Competition Corner
representative or forum leader, or falsely state or otherwise misrepresent your
affiliation with a person or entity;
(e) forge
headers or otherwise manipulate identifiers in order to disguise the origin of
any Content transmitted through the Services;
(f) upload,
post, email, transmit or otherwise make available any Content that you do not
have a right to make available under any law or under contractual or fiduciary
relationships (such as inside information, proprietary and confidential
information learned or disclosed as part of employment relationships or under
nondisclosure agreements);
(g) upload,
post, email, transmit or otherwise make available any Content that infringes,
misappropriates or otherwise violates any patent, trademark, trade secret,
copyright or other intellectual property or proprietary rights of any person or
entity;
(h) upload,
post, email, transmit or otherwise make available any Content related to the
sale or provision of goods and services other than the sale or provision of
tickets and registrations to events listed on the Site and other goods and
services being sold or provided in conjunction with such events;
(i) upload,
post, email, transmit or otherwise make available any Content that contains
software viruses or any other computer code, files or programs designed to
interrupt, destroy or limit the functionality of any computer software or
hardware or telecommunications equipment or to otherwise interact with the
Services in a manner not permitted by these TOS or expressly authorized by
Competition Corner;
(j) interfere
with or disrupt the Services or servers or networks connected to the Services,
or disobey any requirements, procedures, policies or regulations of networks
connected to the Services;
(k) stalk
or otherwise harass any person or entity.
8.2 Certain
Remedial Rights.
You acknowledge that Competition Corner does not pre-screen any Content
provided or made available by you or any third party in connection with the
Services, but that Competition Corner and its designees shall have the right
(but not the obligation) in their sole discretion to (i) monitor, alter, edit,
or remove any Organizer Content, in whole or in part, and/or (ii) rescind and
terminate your right to use the Services at any time (with or without notice)
for any reason or no reason. You acknowledge and agree that Competition Corner
may preserve Organizer Content and may also disclose Organizer Content for any
reason, including without limitation if required to do so by law or in the good
faith belief that such preservation or disclosure is reasonably necessary to:
(a) comply with legal process; (b) enforce these TOS; (c) respond to claims
that any Organizer Content violates the rights of third parties; and/or (d)
protect the rights, property, or personal safety of Competition Corner, its
users and/or the public. You understand that the technical processing and
transmission of the Services, including Organizer Content, may involve (i)
transmissions over various networks; and/or (ii) changes to conform and adapt
to technical requirements of connecting networks or devices.
9. SUB-DOMAINS.
Competition Corner may provide you with the right to use a sub-domain
within the Site (e.g., [sub-domain prefix].competitioncorner.net).
All such sub-domains are the sole property of Competition Corner; provided,
however, that to the extent such sub-domains include your trademarks or any
third-party trademarks, such trademarks shall be deemed Organizer Content. In
the event Competition Corner provides you with a sub-domain, your right to use
such sub-domain may be terminated by Competition Corner at any time (with or
without notice) for any reason or no reason.
10. SPECIAL ADMONITIONS FOR INTERNATIONAL USE; EXPORT COMPLIANCE.
Recognizing the global nature of the Internet, you agree to comply with all
local rules regarding online conduct and acceptable Content. By way of
illustration and not limitation, you agree to comply with all applicable laws,
rules, regulations or policies regarding the transmission of technical data
exported from the United States or the country in which you reside.
In addition, the Services and certain Software, and the transmission of
applicable data through the Services, may be subject to United States export
controls, including the
US Export Administration Act and its associated regulations. You
shall not, directly or
indirectly, download, export, re-export or release the Services or the underlying
software or technology to, or make the
Services or the underlying software or technology accessible from, any
jurisdiction or country to which the download, export, re-export, or release is
prohibited by any applicable law, rule, or regulation. By using the Services or any part
thereof (including by downloading any Software), you represent and warrant that
you are not located in, and you are not a national or resident of, any such
country. Further, no part of the Services (including any Software) may be used
by or exported or re-exported to any person or entity appearing on the Office
of Foreign Assets Control's Specially Designated Nationals and Blocked Persons
List or the Bureau of Industry and Security's Denied Persons List. By using the
Services or any part thereof (including by downloading any Software), you
represent and warrant that you are not a person or entity or under the control
of or affiliated with a person or entity that appears on any such list. You shall comply with all
applicable federal laws, regulations, and rules, and complete all required
undertakings (including obtaining any necessary export license or other
governmental approval), prior to exporting, re-exporting, releasing, or
otherwise making the Services or the underlying software or technology
available outside the United States.
11. ADDITIONAL SERVICES.
Competition Corner may, upon request, and for such fees as Competition
Corner may establish from time to time in its sole discretion, provide
additional services to you beyond the functionality of the Site, including
without limitation leasing equipment, providing consultants and staffers to
assist you on the date of your event, and providing dedicated account
management services. All such additional services, whether provided prior to,
during or following your event, shall be deemed a part of the Services and
subject to all the terms and conditions of these TOS, in addition to any other
agreement entered into between the parties with respect to such additional
services. Such additional services shall be set forth in a written Addendum
Agreement to these TOS, Competition Corner Equipment Lease Agreement, and/or
other written agreement between you and an authorized officer of Competition
Corner, and shall set forth the Service Fees and the other terms and conditions
relating to such additional services. As a condition to the lease of any
equipment, you shall enter into a separate Competition Corner Equipment Lease
Agreement.
12. INDEMNITY AND INSURANCE REQUIREMENTS.
12.1 Indemnification
Organizer shall
indemnify, defend, and hold harmless Competition Corner and its affiliates,
officers, directors, employees, agents, contractors, successors and assigns (“CC Indemnitees”) from and against any
and all losses, damages, deficiencies, claims, actions, judgments, settlements,
interest, awards, penalties, fines, costs, or expenses of whatever kind,
including reasonable attorneys’ fees and the costs of enforcing any right to
indemnification hereunder and the cost of pursuing any insurance providers
incurred by such indemnified parties resulting from any claim, action, cause of
action, demand, lawsuit, arbitration, inquiry, audit, notice of violation,
proceeding, litigation, citation, summons, subpoena, or investigation of any
nature, civil, criminal, administrative, regulatory, or other, whether at law,
in equity, or otherwise (“Claim”) by
a third party that arise out of or result from, or are alleged to arise out of
or result from: (a) Organizer
Content, including any processing, display or distribution of Organizer Content
by or on behalf of the CC Indemnitees in accordance with these TOS; (b) an
allegation that Organizer Content infringes, violates or otherwise
misappropriates any third party’s intellectual property or other proprietary
rights; (c) any other materials or information (including any documents,
data, specifications, software, content, or technology) provided by or on
behalf of Organizer or any Participant, including the CC Indemnitees’ compliance
with any specifications or directions provided by or on behalf of Organizer or
any Participant to the extent prepared without any contribution by the CC
Indemnitees; (d) allegation of facts that, if true, would constitute
Organizer’s breach of any of its representations, warranties, covenants, or
obligations under these TOS; (e) negligence or more culpable act or
omission (including recklessness or willful misconduct) by Organizer, any
Participant, or any third party on behalf of Organizer or any Participant, in
connection with these TOS; (f) any use of the Services by Organizer
in a manner that does not comply with all applicable laws, regulations and
rules (including, but not limited to, laws, regulations and rules
(i) applicable in the jurisdiction(s) where Organizer’s events take place
or where Organizer or any Participants are located and (ii) relating to
Organizer’s refund policies, the Event Registration Fees charged to
Participants, and any Service Fees Organizer elects to pass along to Participants); or (g) any other
category of Claim associated with any matter for which Organizer is obligated
to indemnify the CC Indemnities pursuant to the terms of these TOS. Competition Corner shall provide
notice to Organizer of any such Claim, provided that the failure or delay by
Competition Corner in providing such notice shall not limit Organizer’s obligations
hereunder. Competition Corner reserves the right to assume the exclusive
defense and control of any matter which is subject to indemnification under these
TOS, and in such case, Organizer agrees to cooperate with all reasonable
requests in assisting Competition Corner’s defense of such matter.
12.2 Insurance
At all times
during the term of these TOS and for a period of four (4) years after Organizer
or Competition Corner terminates these TOS, Organizer shall obtain and
maintain, at Organizer’s own cost and expense, insurance coverage in the
following types and amounts: (i) Comprehensive General Liability (CGL) with
limits no less than $1,000,000 single limit per occurrence/$2,000,000
aggregate, including bodily injury and property damage and personal and
advertising liability; and (ii) Professional Liability (PL) with limits no
less than $1,000,000. All insurance
policies required hereunder shall (a) be issued by insurance companies rated A+
or better by A.M. Best or equivalent; (b) be for the benefit of Michael Huynh
Enterprise, Inc., doing business as Competition Corner, and its officers,
affiliates, successors and assigns; (c) name Michael Huynh Enterprise, Inc.,
doing business as Competition Corner, and its officers, affiliates, successors
and assigns, as additional insureds; and (d) waive any right of
subrogation of the insurers against Michael Huynh Enterprise, Inc., doing
business as Competition Corner, and its officers, affiliates, successors and
assigns. Upon Competition Corner’s request, Organizer shall promptly provide
copies of the certificates of insurance and policy endorsements for all
insurance coverage required hereunder. Organizer shall provide Competition
Corner at least thirty (30) days’ prior written notice of any cancellation or
non-renewal of, or material change in, the coverage, scope, or amount of the
insurance policies required hereunder, and prior to any such cancellation,
non-renewal, or material change in coverage, Organizer shall have new insurance
policies in place that meet the requirements hereunder. Nothing in this paragraph is intended to and
shall not be construed in any manner as to waive, restrict, or limit the
liability of either party for any obligations under these TOS (including any
provisions hereof requiring Organizer to indemnify, defend and hold harmless
Competition Corner and the other CC Indemnitees).
13. SERVICE MODIFICATIONS/SUSPENSIONS.
Competition Corner reserves the right at any time to, and from time to time
and without notice may, modify, suspend or discontinue, temporarily or
permanently, the Services (or any part thereof). Competition Corner will not be
responsible to you for a refund, in whole or part, of Service Fees for any
reason, except for Service Fees (excluding the portion of Service Fees paid to Payment
Providers and other third party service providers used by Competition Corner in
connection with providing the Services) related to refunds issued to Participants.
You agree that Competition Corner shall not be liable to you or to any third
party for any modification, suspension or discontinuance of the Services.
14. TERMINATION.
Competition Corner, in its sole discretion, may terminate these TOS and
suspend your password, accounts (or any part thereof) and/or your right to use
the Services, and remove and discard any and all Organizer Content within the
Services, at any time for any reason or no reason, including, without
limitation, for lack of use, failure to timely pay any fees or other monies due
Competition Corner (including, without limitation, the Service Fees), or if
Competition Corner believes that you have violated or acted inconsistently these
TOS. In the event of such a termination, your right to use the Services shall
cease immediately, and you acknowledge that Competition Corner may immediately
deactivate or delete your account and all related Content and files related to
your account and/or bar any further access to such files or the Services.
Further, you agree that Competition Corner shall not be liable to you or any
third-party for any termination or suspension of your right to use or otherwise
access the Services. All provisions of these TOS that by their nature should
survive termination of your right to use the Services shall survive (including,
without limitation, Sections 12, 16, 17, 21,
and all limitations on liability, indemnification obligations, disclaimers of
warranties, and any restrictions involving use of the Services or intellectual
property).
15. LINKS.
The Services may include, or third parties may provide, links to other
Internet websites, services or resources. Because Competition Corner has no
control over such third-party websites, services and resources, you acknowledge
and agree that Competition Corner is not responsible for the availability of
such websites, services or resources, and does not endorse and is not
responsible or liable for any Content, advertising, products, services or other
materials on or available from such websites or resources. You further
acknowledge and agree that Competition Corner shall not be responsible or
liable for any damage or loss caused or alleged to be caused by or in
connection with any use of or reliance on any such Content, advertising,
products, services or other materials available on or through any such website,
service or resource.
THE SERVICES ARE PROVIDED ON AN "AS IS"
AND "AS AVAILABLE" BASIS AND WITHOUT ANY WARRANTY OR GUARANTEE OF ANY
KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Competition Corner
HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER STATUTORY OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF
MERCHANTABILITY, TITLE, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE,
AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. FURTHER, Competition Corner AND ITS THIRD-PARTY
LICENSORS MAKE NO WARRANTY THAT: (I) THE SERVICES OR SITE CONTENT WILL MEET
YOUR REQUIREMENTS OR COMPLY WITH ANY LAWS, REGULATIONS OR RULES APPLICABLE IN
THE JURISDICTION(S) WHERE YOUR EVENTS TAKE PLACE OR WHERE YOU OR YOUR
PARTICIPANTS RESIDE, (II) THE SERVICES OR SITE CONTENT WILL OPERATE
WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH
ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE UNINTERRUPTED, TIMELY, SECURE,
ACCURATE, COMPLETE, OR FREE OF HARMFUL CODE OR ERRORS, (III) THE RESULTS THAT MAY BE OBTAINED FROM
THE USE OF THE SERVICES OR SITE CONTENT WILL BE ACCURATE OR RELIABLE, (IV) THE
SERVICES OR SITE CONTENT THEMSELVES (OR ANY PART THEREOF) WILL MEET YOUR
EXPECTATIONS, OR (V) ANY ERRORS IN THE SERVICES WILL BE CORRECTED. Competition
Corner AND ITS THIRD-PARTY LICENSORS SHALL NOT RESPONSIBLE AND SHALL HAVE NO
LIABILITY FOR THE CONTENT, PRODUCTS, SERVICES, ACTIONS OR INACTIONS OF ANY
USER, PARTICIPANT OR OTHER NON-ORGANIZER, ORGANIZER OR THIRD PARTY BEFORE,
DURING AND/OR AFTER AN EVENT. YOU ACKNOWLEDGE THAT Competition Corner HAS NO
CONTROL OVER AND DOES NOT GUARANTEE THE QUALITY, SAFETY OR LEGALITY OF EVENTS
ADVERTISED, THE TRUTH OR ACCURACY OF ANY USERS' (INCLUDING PARTICIPANTS', OTHER
NON-ORGANIZERS' AND ORGANIZERS') CONTENT OR LISTINGS, OR THE ABILITY OF ANY
USER (INCLUDING PARTICIPANTS AND ORGANIZERS) TO PERFORM, OR ACTUALLY COMPLETE A
TRANSACTION. IN ADDITION, Competition Corner IS NOT AFFILIATED WITH, AND HAS NO
AGENCY OR EMPLOYMENT RELATIONSHIP WITH, ANY THIRD PARTY LICENSOR OR SERVICE
PROVIDER USED IN CONJUNCTION WITH THE SERVICES (INCLUDING, WITHOUT LIMITATION,
ANY PAYMENT PROVIDER), AND Competition Corner HAS NO RESPONSIBILITY FOR, AND
HEREBY DISCLAIMS ALL LIABILITY ARISING FROM, THE ACTS OR OMISSIONS OF ANY SUCH
THIRD PARTY SERVICE PROVIDER. THE FOREGOING DISCLAIMERS SHALL NOT APPLY TO THE
EXTENT PROHIBITED BY APPLICABLE LAW. Notwithstanding the foregoing, you may
report the misconduct of users, Participants, other non-Organizers, Organizers
and/or third parties in connection with the Site or any Services to Competition
Corner. Competition Corner, in its sole discretion, may investigate the claim
and take necessary action.
Competition Corner AND ITS THIRD-PARTY LICENSORS SHALL
NOT BE LIABLE UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL THEORY, WHETHER IN
TORT, CONTRACT, OR OTHERWISE, WITH RESPECT TO THE SERVICES, OR ANY OTHER
SUBJECT MATTER OF THESE TOS, FOR: (I) ANY INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, (II) INCREASED
COSTS, DIMINUTION IN VALUE OR LOST PROFITS, BUSINESS,
REVENUES, GOODWILL, USE, DATA, LOSS OF GOODWILL OR REPUTATION OR OTHER INTANGIBLE LOSSES, (III) USE,
INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH
OF DATA OR SYSTEM SECURITY, (IV) THE
COST OF PROCUREMENT OF SUBSTITUTE OR REPLACEMENT SERVICES, OR (V) ANY MATTERS
BEYOND Competition Corner'S REASONABLE CONTROL, IN EACH CASE REGARDLESS OF
WHETHER Competition Corner HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES
OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL
COMPETITION CORNER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TOS
UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT
(INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, EXCEED US$100.00. Competition Corner SHALL HAVE
NO LIABILITY WITH RESPECT TO ANY ORGANIZER CONTENT OR ANY CONTENT OF ANY OTHER
USER OF THE SERVICES. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT
PROHIBITED BY APPLICABLE LAW.
18. PRIVACY.
All information provided by you or collected by Competition Corner in
connection with the Services is governed by Competition Corner's Privacy
Policy, a copy of which is located at http://www.competitioncorner.net/privacy-policy,
which may be updated from time to time. You hereby consent to the collection,
use and disclosure of any and all personal identifiable information you provide
in accordance with Competition Corner’s Privacy Policy, and you hereby
represent, warrant and covenant to Competition Corner that you have and will continue to have
the necessary rights and consents in and relating to such personal information
such that, as received by Competition Corner, they do not and will not violate any
privacy or other rights of any third party.
Competition Corner strongly recommends that you review the Privacy Policy
closely. In particular, Organizers should note that Competition Corner may use
information it receives or collects regarding Participants in accordance with
the terms of its Privacy Policy. Further, any information submitted or provided
by you to the Services may be publicly accessible. You should take care to
protect private information or information that is important to you. Competition
Corner shall not be responsible for protecting any such information and is not
liable for the protection of privacy of electronic mail or other information
transferred through the Internet or any other network that you may use. Please
be aware that if you decide to disclose personally identifiable information on
the Services, this information may become public. Competition Corner does not
control and shall not be responsible for the acts of you or any other users
(whether Organizers, Participants, other non-Organizers or otherwise) of the
Services.
Notices to you may be made via either email or regular mail to the address
in Competition Corner's records. The Services may also provide notices of
changes to these TOS or other matters by displaying notices or links to notices
to you generally on the Services. Any notice from you to us shall be sent in
writing to our mailing address: Competition Corner, 531 Main St, #531 El
Segundo CA 90245, USA, Attn: Legal Department.
20. TRADEMARK INFORMATION.
The trademarks, service marks, and logos of Competition Corner (the "Competition Corner Trademarks")
used and displayed in connection with the Services are registered and
unregistered trademarks or service marks of Competition Corner. Other company,
product, and service names used in connection with the Services may be
trademarks or service marks owned by third parties (the "Third Party Trademarks", and,
collectively with Competition Corner Trademarks, the "Trademarks"). The offering of the Services shall not be
construed as granting, by implication, estoppel, or otherwise, any license or
right to use any Trademark displayed in connection with the Services without
the prior written consent of Competition Corner specific for each such use. The
Trademarks may not be used to disparage Competition Corner, any third party or
Competition Corner's or third party's products or services, or in any manner
(in Competition Corner's sole judgment) that may damage any goodwill in the
Trademarks. Use of any Trademarks as part of a link to or from any site is
prohibited unless Competition Corner approves the establishment of such a link
by prior written consent specific for each such link. All goodwill generated
from the use of any Competition Corner Trademark shall inure to Competition
Corner's benefit.
21.1 Entire
Agreement.
These TOS constitutes the entire agreement between you and Competition
Corner with respect to the subject matter hereof and supersedes any prior or
contemporaneous agreements, proposals, discussions or communications between
you and Competition Corner with respect to such the subject matter, other than
any written Ticketing Services Agreement, Competition Corner Equipment Lease
Agreement or Addendum Agreement executed by you and an authorized officer of
Competition Corner relating to a specified event or events. Your use of the
Services also may be subject to additional terms and conditions made available
to you in connection with affiliate services, third party Content or third
party software.
21.2 Choice
of Law.
These TOS and the provision of the Services to you are governed by and
shall be construed in accordance with the laws of the state of California,
U.S.A., excluding any conflict of law provision or rule.
21.3 Arbitration;
Equitable Relief.
Any controversy or claim arising out of or relating to these TOS or your
use of the Services shall be exclusively resolved by final and binding
arbitration in accordance with the commercial arbitration rules of the Judicial
Arbitration and Mediation Services, Inc. Any such controversy or claim shall be
arbitrated on an individual basis, and shall not be consolidated in any class arbitration
or with any claims brought
as a plaintiff or class member in any class or representative arbitration
proceeding. The arbitration shall be conducted in Los Angeles, California, and
judgment on the arbitration award may be entered in any court having
jurisdiction thereof. In the event
the prohibition on class arbitration is deemed invalid or unenforceable, then
the remaining portions of the arbitration agreement will remain in force. You shall have the right to opt out of this
agreement to arbitrate by providing written notice of your intention to do so
to Competition Corner within 60 days of your acceptance of these TOS. You acknowledge and agree that a breach
or threatened breach by you of any restrictions on your use of the Services or
any confidentiality obligations may cause Competition irreparable harm for
which monetary damages would not be an adequate remedy, and you agree that, in
the event of such breach or threatened breach, Competition Corner will be
entitled to equitable relief, including a restraining order, an injunction,
specific performance and any other relief that may be available from any court,
without any requirement to post a bond or other security, or to prove actual
damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in
addition to all other remedies that may be available at law, in equity or
otherwise.
21.4 Waiver;
Severability.
The failure or delay of Competition Corner to exercise or enforce any right
or provision of these TOS shall not constitute a waiver of such right or
provision. If any
provision of these TOS is found to be invalid, illegal, or unenforceable in any
jurisdiction, such invalidity, illegality, or unenforceability will not affect
any other term or provision of these TOS or invalidate or render unenforceable
such term or provision in any other jurisdiction. Upon such determination that any term or other
provision is invalid, illegal, or unenforceable, the parties shall negotiate in
good faith to modify these TOS so as to give effect to their original intent as
closely as possible in a mutually acceptable manner in order that the
transactions contemplated hereby be consummated as originally contemplated to
the greatest extent possible.
21.5 Time
to File Claim.
You agree that regardless of any statute or law to the contrary, any claim
or cause of action arising out of or related to use of the Services or these
TOS must be filed within two (2) years after such claim or cause of action
arose or be forever barred.
21.6 Titles.
The headings and section titles in these TOS are for convenience only and
have no legal or contractual effect.
21.7 Violations.
Please report any violations of these TOS by email to
support@competitioncorner.net.
21.8 Affiliations.
Competition Corner is in no way affiliated with Crossfit Inc., USAW, or any
other events hosted within our services. The use of licensed names are at
the sole discretion of the organizers.
21.9 No
Assignment.
You may not
assign any of its rights or delegate any of its obligations hereunder, in each
case whether voluntarily, involuntarily, by operation of law or otherwise,
without the prior written consent of Competition Corner. Any purported assignment or delegation in
violation of this Section will be null and void. No assignment or delegation will relieve you of
any of your obligations hereunder. These TOS are binding upon and inure to the
benefit of the parties and their respective permitted successors and assigns.
Revision History: