General conditions of organizers

July 2021 version 1.0

Definitions

In these general terms and conditions, the following terms, always written with a capital letter and used in both singular and plural, have the following meanings:

General Conditions: these General Conditions for Organizers of Eventgoose, which are also available via the website.

API: technical interface through which Eventgoose's Service can be invoked in an automated manner for the benefit of Organizer's websites, applications or other services.

Chargeback: a request by a User - the holder of a credit or international debit card - in the event of a complaint or dispute, to examine a transaction previously made and return (reverse) the amount debited.
Service: the service provided by Eventgoose to Organizer through which Organizer may offer Users the ability to purchase one or more Ticket(s) through Organizer's website for an event organized by or on behalf of Organizer.
Eventgoose: the private company with limited liability Eventgoose B.V., located at F.B. Deurvorststraat 43, 7071 BG Ulft and registered in the trade register of the Chamber of Commerce under number 55715796.
User: the natural and/or legal person who purchases Tickets through the Service.
Intellectual Property Rights: all intellectual property rights, including but not limited to copyright, database rights, trade name rights, trademark rights, design rights, neighboring rights, patent rights, and related rights such as domain names and rights to know-how.
Purchase Agreement: the agreement entered into between User and Organizer for the purchase of one or more Ticket(s) through the Service.

Module: the module API usage right agreement.

Organizer: the party organizing or having third parties organize the event, and for the purpose of selling Tickets for that event wishes to use the Service.
Agreement: the Agreement to use the Service, of which these General Terms and Conditions form an inseparable part.
Parties: Eventgoose and Organizer.

Refund: the full or partial refund of one or more Ticket(s) purchased through the Service by User.

Ticket: a ticket that constitutes the admission ticket to the event organized by Organizer.

Applicability

These General Terms and Conditions apply to the Agreement, the Service, and all other (legal) acts performed between the Parties.
Any general terms and conditions of Organizer are expressly rejected.
If provisions of these General Terms and Conditions prove to be in conflict with provisions of the Agreement, the provisions of these General Terms and Conditions shall prevail, unless expressly agreed otherwise.
Deviations and additions to these General Conditions shall only be valid if agreed upon in writing between the Parties, without prejudice to Eventgoose's right to modify or supplement these General Conditions at any time in accordance with Article 2.5.
Eventgoose is authorized to amend or supplement the General Terms and Conditions at any time subject to a thirty (30) day notice of the amendment on the Eventgoose website and/or in the Service. If Organizer does not wish to accept the amended and/or supplemented General Terms and Conditions, it may, until the date on which the amended and/or supplemented General Terms and Conditions become effective, terminate the Agreement by such date. If Organizer continues to use the Service after the expiration of the aforementioned period, it declares that the amended and/or supplemented General Terms and Conditions have been made available and that it agrees to them.
If any provision of these General Conditions and/or the Agreement turns out to be void, this shall not affect the validity of the entire General Conditions and/or Agreement. Eventgoose will in such a case determine (a) new provision(s) to replace it, which as much as is legally possible gives shape to the intention of the original General Terms and Conditions and/or Agreement.

Service

Irrespective of the use of the Service, Organizer is and remains responsible for the sale (and/or reservation) of the Ticket, and all related (legal) acts that take place between Organizer and User, including in any case, but not limited to the realization of the Ticket Purchase Agreement and the execution thereof such as sending Tickets.
Eventgoose is expressly not a party to the Purchase Agreement, therefore no Purchase Agreement shall be established between Eventgoose and Organizer, nor between Eventgoose and User. Eventgoose's Service, and the Agreement purporting to use it, serves merely to facilitate the conclusion of this Purchase Agreement. Organizer warrants that the Purchase Agreements established through the Service will be in accordance with the provisions of Section 3.3.
Organizer represents and warrants that the Purchase Agreement between it and User is established in the following manner:
1. The User browses to the webshop on the website / facebook page of Organizer;
2. User selects at step 1 "General" the number of tickets he/she wishes to purchase for the event organized by Organizer;
3. Optionally, the User enters a guest list code if he/she is invited to the event and allowed to be on the guest list;
4. If the information is correct, User clicks next;
5. User enters his/her data at step 2 "Data", consisting of his/her email address, customer name, city, date of birth and gender. The processing of this data is subject to the Privacy Policy. Also, User must check that he/she agrees to these Eventgoose Terms and Conditions that apply to Users;
6. If the information is correct, User clicks next;
7. User arrives at step 3 "Overview" to an overview of his/her order;
8. Event, date of event, time of event, description of tickets ordered, number of tickets ordered, price of tickets ordered and any service charges are shown here;
9. Optionally, the User enters a discount code, if he/she received a discount code for the event;
10. User chooses payment method;
11. Payment is made through the payment module of the selected payment method;
12. After payment, User will receive the ordered tickets at the email address he/she provided;
To the extent necessary for the performance of the Agreement, Organizer hereby grants Eventgoose the irrevocable power of attorney, during the term of the Agreement, to perform the acts to effect a Purchase Agreement between Organizer and User, subject to the foregoing.
All (payment) deadlines and dates mentioned by Eventgoose shall always apply to Organizer as deadlines.
Organizer is responsible for the proper selection of the necessary means for the use of computer, data or telecommunication facilities such as the Internet, and the timely and complete availability thereof.
Organizer shall ensure proper installation, assembly and commissioning and proper settings of the Service, equipment, software, websites, data files and other products and materials.
Organizer bears the risk of the selection, use, application and management of the equipment, software, websites, data files, other products and materials and the services to be provided by Eventgoose, including the Service, but in doing so shall conform to minimum (system) requirements set and to be set by Eventgoose for use of the Service.
Organizer will always provide Eventgoose with all data and/or information deemed useful, necessary and desirable by Eventgoose in a timely manner and provide all cooperation. If Organizer deploys its own personnel and/or auxiliary persons within the framework of providing cooperation in the execution of the Agreement, such personnel and auxiliary persons shall have the necessary knowledge, expertise and experience.

Rights and duties Eventgoose

Eventgoose will make every effort to install the Service at a location designated in consultation with Organizer.
The Purchase Agreement between Organizer and User, referred to in Article 3, is definitively established if and when Eventgoose has received the (authorization of) payment by User.
Once the Purchase Agreement is established, it will be confirmed to the User via email by Eventgoose.
Eventgoose will offer various payment options through the Service, the full list of which can be found through the website and in the Service. The availability of the various payment options may vary, due to the dependence on the respective third parties. Eventgoose cannot be held responsible or liable for the failure or (temporary) unavailability (in full or in part) of, or any other errors in, the services of the relevant third parties.
Articles 4.1 to 4.4 are without prejudice to the provisions of Article 3.1.
All (delivery) deadlines and (completion) dates mentioned by Eventgoose shall always apply to it as target dates. These terms and dates are indicative in nature and are therefore not deadlines.
Eventgoose is authorized to take the Service (temporarily) out of use and/or to restrict the use thereof, or not to provide or only to provide to a limited extent, or to suspend any obligation on its part, if Organizer fails to fulfill any obligation to Eventgoose in full or properly, including in any case but not limited to the obligations under Article 3.3 and Article 5.
If Eventgoose has performed work or other performance at the request or with the prior consent of Organizer that falls outside the content or scope of the agreed work and/or performance, such work or performance shall be reimbursed by Organizer in accordance with Eventgoose's customary rates. Eventgoose is not obliged to comply with such a request by Organizer, especially in the event that the request concerns maintenance work that may affect the compatibility or stability of the Service, and may require that a separate, written agreement be concluded for that purpose. The fact that (the demand for) additional work and/or (modification of) additional work occurs during the execution of the Agreement shall not be a ground for dissolution of the Agreement for Organizer.

Obligations Organizer

Organizer is not permitted to:
1. use the Service in a manner inconsistent with the Purchase Agreement it enters into with the User;
2. use the Service in a manner that violates the Agreement and/or these Terms and Conditions;
3. sell, rent, transfer, grant or otherwise make the Service available to third parties other than as provided in these Terms and Conditions;
4. infringe any rights of Eventgoose, Users and/or third parties, including in any case any Intellectual Property Rights and privacy rights;
5. Hack the Service; and/or
6. act in any other unlawful manner, including but not limited to potentially harming Eventgoose's reputation or good name, or in violation of law, public order or morals.
Organizer will pay the fees for use of the Service as further agreed upon in the Agreement.
Organizer warrants that the legal relationship between it and User expressly permits Eventgoose to and can receive the fees for Tickets. Organizer will agree with User that Eventgoose is authorized to collect the fees and that payment of the fee for Tickets cannot be made directly to Organizer, but must be made to Eventgoose. The fees received by Eventgoose for Tickets will be transferred to Organizer withholding the fee agreed upon between Eventgoose and Organizer, namely the service fee. The fee includes sales tax (VAT) whereby an Organizer is responsible for remitting the sales tax on the fee(s) to be received.
All prices quoted are exclusive of sales tax (VAT) and other levies imposed by the government unless otherwise indicated.
All prices are always in euros. Organizer shall make all payments to Eventgoose in Euros.
All prices are subject to clerical and typographical errors. Eventgoose is not liable for the consequences of such errors. User can not hold Eventgoose to offers or prices that she should reasonably expect the offer and/or price to be an obvious error or clerical error.
Organizer shall pay the fees to Eventgoose within the period specified in the invoice, failing which a period of thirty (30) days from the invoice date shall apply.
If Organizer does not pay the amounts owed, or does not pay them on time or in full in accordance with the payment period specified in Article 5.7, Organizer will be in default by operation of law without any reminder or notice of default being required. The statutory commercial interest pursuant to Article 6:119a of the Dutch Civil Code will be payable on the outstanding amount from that moment. If Organizer remains in default of payment after a demand for payment or notice of default, Eventgoose may pass on the claim for collection, in which case Organizer shall, in addition to the total amount then due, also be obliged to pay all judicial and extrajudicial costs, including but not limited to out-of-pocket costs for e.g. lawyers, bailiffs, collection agencies or legal assistance, but also costs for Eventgoose's own efforts to collect the claim. The aforementioned costs may be charged to Organizer, and will be calculated as follows:
1. 15% on the first 2,500 euros of the claim, with a minimum of 40 euros
2. 10% over the next 2,500 euros of the claim
3. 5% over the next 5,000 euros of the claim
4. 1% over the next 190,000 euros of the claim
5. 0.5% on the excess.

This is without prejudice to Eventgoose's ability to recover from Organizer the costs actually incurred and to be incurred, and any other (legal) remedies such as the right to compensation for costs actually incurred.

For the fees payable by Organizer, the relevant documents and data from Eventgoose's records and systems shall constitute full evidence, without prejudice to Organizer's right to provide evidence to the contrary.
Eventgoose is entitled to adjust its prices and rates at any time in accordance with the CBS Consumer Price Index.
Eventgoose shall be entitled but not obligated to set off outstanding claims against Organizer against payments received by Eventgoose from Users, or to withhold fees payable by Organizer from amounts to be forwarded by Eventgoose as received from Users.

Refund

By order of the Organizer, Eventgoose may proceed with a Refund. The reason for a Refund is irrelevant in this regard.
In the event of a Refund, a User will always receive the amount refunded withholding any transaction fees paid and the fee agreed upon between Eventgoose and Organizer, namely the service fee.
For carrying out a Refund, Eventgoose will charge the Organizer a fee of EUR 0.25 excluding sales tax (VAT) per refund of all or part of a Ticket.
Eventgoose will never proceed with a Refund on its own accord and will always coordinate with the Organizer.

Chargeback

In the event that a User orders the execution of a Chargeback related to the purchase of one or more Ticket(s) through the Service and the Chargeback is accepted, the Organizer of the event for which the Ticket in question is the admission ticket shall bear the costs of the Chargeback. These costs consist of the costs of carrying out the Chargeback and the total purchase amount of one or more Ticket(s).
If a Chargeback is carried out and the event for which the Ticket in question serves as an admission ticket has not yet taken place, the amount referred to in the first paragraph of this article will be deducted from the compensation the Organizer receives from Eventgoose for the sale of the remaining Tickets for the Organizer's event.
If a Chargeback is performed and the event for which the Ticket in question serves as an admission ticket has taken place, the amount mentioned in the first paragraph of this article will be claimed from the Organizer of the event in question on the basis of an invoice.
A User has the opportunity to perform a Chargeback within the following timeframe:
1. For the PayPal payment method: 120 days after purchase.
2. For payment method Credit Card: 180 days after purchase.

Warranties and indemnities

User accepts that the Service contains only the functionality and other features as it finds them in the Service at the time of use ("as is basis"). Eventgoose does not guarantee that the Service will be accessible at all times and without interruptions or failures, nor that the Service will be provided without errors and/or completely. Failures in the Service may occur partly, but not exclusively, due to Internet connection failures, due to viruses and/or due to errors or defects.
Organizer fully and unconditionally agrees with these specifications, as well as that the Service is in accordance with its requirements and wishes are and that the intended and actual use of the Service by Organizer is in accordance with what is described in these General Terms and Conditions.
Organizer indemnifies Eventgoose upon first request from all damages and claims of third parties, in any sense whatsoever, (i) by or on behalf of a User with respect to the content and/or proper or improper performance of the agreements that Organizer and User have entered into with each other, for example in the case of event cancellations, as well as related communications from Organizer to User, or any other possible form of shortcoming and/or unlawful action by Organizer towards User; (ii) based on or arising from the allegation that any activity of Users and/or Organizer is unlawful in any way, including but not limited to activities in violation of the Purchase Agreement between User and Organizer, or with Eventgoose's general terms and conditions for users and/or related agreement respectively, these General Terms and Conditions and/or the Agreement.
If Eventgoose is held liable by a User or another third party, then Organizer is obliged to assist Eventgoose both in and out of court and immediately do all that is expected of it in that case by Eventgoose, including paying the fees of legal advisers engaged by Eventgoose. Should Organizer fail to take the relevant adequate measures, Eventgoose shall, without any further notice of default being required, be entitled to do so itself. In such a case Eventgoose is entitled to recover from Organizer all internal and external costs incurred by it in connection with such disputes.
Eventgoose is always entitled to make temporary solutions or program detours or problem avoiding restrictions in the Service.
Eventgoose shall have no obligation to restore mutilated or lost data and/or Tickets.

Intellectual Property Rights

All Intellectual Property Rights in the Service, including all underlying software and associated source codes, designs, documentation and the like, belong exclusively to Eventgoose and/or its licensors.
Eventgoose grants to Organizer, under the condition precedent of payment of the fees set forth in Article 5, a non-exclusive, non-transferable and non-sublicensable right to use the Service, for the purpose of use and management under the Agreement and solely by and for Organizer's own company or organization.
Said right of use will relate exclusively to the object code of the software underlying the Service: the right of use of Organizer and User will never extend to the source code of the software concerned.
Upon request, Organizer shall provide Eventgoose with its full cooperation in any investigation to be conducted by or on behalf of Eventgoose regarding Organizer's compliance with its obligations and use restrictions under these Terms and Conditions. To that end, Organizer will grant Eventgoose or a third party engaged by Eventgoose access to its premises and systems upon Eventgoose's first request. The costs of such investigation shall be entirely for the account and risk of Organizer in the event the investigation shows that Organizer has not or not fully complied with its obligations and/or use restrictions under the General Terms and Conditions. In any other case, these costs will be shared by the Parties.
Privacy
1. Eventgoose and Organizer, in light of Article 28 paragraph 3 of the General Data Protection Regulation (AVG), agree on a processor agreement, which will be attached to the Agreement and, together with these General Terms and Conditions, is an inseparable part thereof. This processor agreement provides guarantees regarding the technical and organizational security measures with respect to the processing to be performed in light of the Service, and the mutual division of responsibility within the framework of the Service.

Liability

Eventgoose's liability for (attributable) shortcomings in the fulfillment of the Agreement, for tort or otherwise, also including chargebacks and/or reclamations due to any cause whatsoever from Users, is excluded. The direct or indirect damages resulting from such events shall be borne by Organizer. If Eventgoose must incur costs as a result of chargebacks and/or complaints by Users, it shall be entitled to offset such costs against other payments by Users pending through Eventgoose on behalf of Organizer.
Insofar as Eventgoose's liability cannot be (fully) excluded, it is limited per event or a series of related events to compensation for direct damages suffered by Organizer as a result of an attributable shortcoming in Eventgoose's fulfillment of its obligations under the Agreement, by wrongful act or otherwise, up to the amount of compensation Eventgoose received from Organizer over the month preceding the event causing the damages (excluding VAT). In no event shall the total compensation for direct damages exceed EUR 1,000. Organizer and Eventgoose have agreed that this is a reasonable limitation of liability, as the revenues arising for Eventgoose from Organizer's use of the Service are low compared to the possible revenues that Organizer can expect from the event to be organized by it for which Tickets are sold through the Service, and therefore also compared to the possible damages that may arise from inadequate functioning of the Service. Moreover, the functioning of the Service depends not only on Eventgoose's actions or omissions, but to a large extent also on external factors beyond Eventgoose's control, such as electronic and IT infrastructures and software and server services provided by third parties.
Liability of Eventgoose for indirect damages, including all damages that are not qualified as direct damages, including in any case consequential damages, lost or stolen Tickets, counterfeit Tickets, other type of abuse or wrongful acts by Users, Organizers and/or third parties, cancelled events, extra costs, damages caused by visiting the event or related, breakdowns, maintenance, abuse, is excluded.
The exclusion and limitation of liability referred to above shall not apply in the event the damage was caused by the deliberate negligence or gross negligence of Eventgoose or its executive staff.
Unless fulfillment by Eventgoose is permanently impossible, Eventgoose's liability for attributable failure in the fulfillment of the Agreement only arises if Organizer immediately gives Eventgoose written notice of default, whereby a reasonable period for the cure of the failure is set, and Eventgoose continues to fail imputably in the fulfillment of its obligations even after that period. The notice of default must contain as complete and detailed a description of the shortcoming as possible, so that Eventgoose is given the opportunity to respond adequately.
Any claim for damages by Organizer against Eventgoose not specified and expressly reported by Organizer shall expire by the mere lapse of twelve (12) months after the claim arises.

Duration and termination

The Agreement will be entered into for an indefinite period of time, unless expressly provided otherwise in the Agreement. The Agreement may be terminated at any time by either Party in writing and/or through the Service, observing a notice period of two (2) months.
Eventgoose has the right to terminate the Agreement immediately in the event Organizer violates the Agreement and/or the General Terms and Conditions, without prejudice to Eventgoose's authority to exercise any other (legal) remedies, including but not limited to Eventgoose's right to recover any damages suffered and/or to be suffered from Organizer.
Termination may occur without notice of default being required and without Eventgoose becoming liable to Organizer for damages.
Each of the parties shall be entitled to dissolve the Agreement on account of an attributable failure in the performance of the Agreement if the other party, after a written notice of default which is as detailed as possible and in which a reasonable period is given to remedy the failure, fails imputably in the performance of essential obligations under the Agreement.
If at the time of dissolution, as referred to in the previous paragraph, Organizer has already received performance in execution of the Agreement, this performance and the related payment obligation will not be subject to undoing. Amounts that Eventgoose has passed on to Organizer prior to the dissolution shall remain due in full and shall become immediately due and payable at the time of dissolution.
Upon cancellation, termination or dissolution for any reason, Eventgoose is entitled to immediately deny all access to the Service and erase or make inaccessible all stored data, including any Tickets. Eventgoose shall have no obligation in such event to provide Users or Organizer with a copy of such data and/or Tickets.
The provisions intended to survive termination, dissolution or other manner of termination of the Agreement shall survive termination, dissolution or other manner of termination of the Agreement.
Eventgoose is entitled to transfer its rights and obligations under the Agreement to a third party that acquires Eventgoose or the relevant business activity from it in the event of a merger or acquisition.

Applicable law and dispute resolution

The Agreement and these General Terms and Conditions and any use of the Service are governed by Dutch law.
All disputes, including disputes that are only considered as such by one party, arising from or related to (the performance of) the Agreement, the General Terms and Conditions or any use of the Service and/or with the resulting or related agreements, will be settled by means of mediation. If it has proved impossible to resolve a dispute as described above within sixty (60) days by means of mediation, that dispute shall be settled by the competent court of the district of Amsterdam. The foregoing is without prejudice to Eventgoose's right to bring a claim for fulfillment of a payment obligation of Organizer directly, i.e. without first initiating mediation proceedings, before the competent court of the district of Amsterdam.

API usage right agreement module

This Module supplements Eventgoose B.V.'s General Terms and Conditions for Organizers and applies if Organizer uses an API provided by Eventgoose. The provisions of the General Terms and Conditions for Organizers remain fully applicable. In the event of a contradiction between the provisions of the Organizer General Terms and Conditions and the provisions of this Module, the provisions of this Module shall take precedence over the provisions of the Organizer General Terms and Conditions.

Request for commissioning

Organizer may submit a request to Eventgoose to use the API. Eventgoose will review the request and may deny it without giving reasons.
After accepting the request and entering into an Agreement with Organizer, Eventgoose will provide Organizer with the necessary instructions for accessing the API. Organizer will obtain a one-time unique token that will enable the link to be established without intervention from Eventgoose.

Permission

Upon acceptance of the request referred to in Section 2, Eventgoose grants Organizer a non-exclusive, non-transferable and non-sublicensable right to use the API as long as all requirements and obligations in this Module are adhered to. This includes the right to grant access to the API to Organizer's customers.
Using the API for the Service for actions that:

Produce a violation of privacy and/or the General Data Protection Regulation (GDPR).
Used in a context where racist or discriminatory content is present.
Used in a context where erotic or pornographic content is present.
Used in a context where content is present that encourages hacking and similar crimes.
Used for further any other manner contrary to Dutch or other applicable laws and regulations.

Calls to the API should be within reason ("fair use policy"). In particular, calls may not deviate extremely from the average. Eventgoose may temporarily restrict or discontinue API calls in the event of maintenance, outages or cases of abuse.
Organizer is free to present data obtained through the API at its own discretion and according to self-selected formatting. However, the elements of the output must be presented in the order in which they are made available via the API.
Organizer is permitted to store the data obtained through the API temporarily (caching) provided that this is necessary to prevent unnecessary retrieval. However, Organizer must take the usual measures to verify that this data is not obsolete.
If Eventgoose determines that Organizer is violating the above terms, or receives a complaint about it, Eventgoose will warn Organizer in writing. If this does not result in an acceptable resolution within a reasonable period of time, Eventgoose may restrict or deny access to the API until the violation is removed. In urgent or serious cases, Eventgoose may intervene without warning.

Eventgoose may recover damages resulting from violations of this Module from Organizer. Organizer shall indemnify Eventgoose against all third party claims for damages resulting from a violation of these rules of use.

Availability and maintenance

Eventgoose makes every effort to ensure uninterrupted availability of the API and the Service, but makes no specific guarantees for this unless otherwise agreed upon in a separate service level agreement.
Eventgoose actively maintains the API and the Service for bug fixes and/or functionality improvements. If maintenance is expected to limit availability, Eventgoose will give at least 24 hours' notice.
Organizer can provide feedback and suggestions, but Eventgoose ultimately decides which adjustments to make or not.
Maintenance due to emergencies can occur at any time and will not be announced in advance.
Eventgoose is available to provide a reasonable level of support when using the API. However, Eventgoose makes no guarantees that all issues or requests raised by Organizer will be addressed or can be resolved.

Intellectual Property Rights

All Intellectual Property Rights in the API, including all underlying software and associated source codes, designs, documentation and the like, are held exclusively by Eventgoose and/or its licensors.
Functionality added to API by Organizer is and shall remain the property of Organizer (or that of its suppliers). Eventgoose B.V. has a limited right to use this information for the Service, including for future aspects thereof. Organizer may revoke this right of use by removing such information and/or terminating the Agreement.

Fee for accessing the API

Organizer shall pay a fee for access to the API as further agreed in the Agreement.
Invoicing and payment shall be made accordingly as provided in Article 5 of the General Terms and Conditions.

Changes in prices and conditions

Eventgoose may modify the terms in this Module as well as the prices at any time in accordance with the provisions of Article 2.5 of the Terms and Conditions.

Termination of license

If the Agreement to use the API is terminated, all rights and licenses granted to Organizer will be immediately revoked.

General conditions of organizers

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