Last Updated: January 18, 2022
Surf Seats Marketplace User Agreement
1. User Agreement
Surf Seats provides an online platform and related services (“Services”) that connects sellers and buyers seeking to respectively sell and buy tickets to NCAA sporting events (“Tickets”) and we may make such Services available throughout the United States via one or more of our websites, our mobile applications and/or associated services (collectively, the “Site”). By accessing or using our Site, You agree to be bound by this Surf Seats Marketplace User Agreement (“User Agreement”). Our User Privacy Notice, Mobile Privacy Notice, Seller Policies, Cookie Notice, and all other policies applicable to your use of the Site (collectively, the “Additional Policies”) are incorporated by reference into this User Agreement. We may periodically make changes to this User Agreement and shall notify you by posting a revised version on our Site. The revised User Agreement will become effective upon publication and your continued use of our Site and Services will constitute acceptance of the revised User Agreement.
2. Contracting Entity
2.1 You are contracting with Surf Seats Inc., a Delaware Corporation
2.2 Surf Seats Inc. is hereinafter referred to as "Surf Seats", "we", "us", or "our").
3. Ticket Marketplace
3.1 Surf Seats is a ticket marketplace that allows registered users to buy (in this capacity, "Buyer") and sell (in this capacity, “Seller”) Tickets. The Seller and the market (not Surf Seats) set the prices for the Tickets. As a marketplace, Surf Seats does not own the Tickets sold on the Site. Ticket prices may exceed the face value of the Ticket depending on the market interest and the seller.
3.2 While Surf Seats may provide pricing, shipping, listing and other guidance on the Site, such guidance is solely informational (without any warranty as to accuracy). Also, while we may help facilitate the resolution of disputes between Buyer and Seller, Surf Seats has no control over and does not guarantee the existence, quality, safety or legality of the Tickets; the truth or accuracy of the user’s content or listings; the ability of Sellers to sell tickets or Buyers to pay for them; or that a Buyer or Seller will complete a transaction. We simply do our best to provide a platform to buy and sell tickets and facilitate the payment of the buyer and delivery of the seller.
4. Your Account
4.1 In order to list, sell or purchase Tickets you must register an account ("Account") with Surf Seats. You must be at least 18 years old and must be able to enter into legally binding contracts. You must be a student at an one of the following accredited US college universities: The University of Michigan. You must give a valid first and last name as well as provide and validate that you are the holder of a .edu email address.
4.2 When opening an Account you must provide complete and accurate information and provide us with a valid credit card or debit card ("Payment Method"). You must also provide either a Paypal account or Venmo account (“Payout Method”). If your registration or payment information changes at any time, you must promptly update your details in your Account. You acknowledge that Surf Seats may charge any one of your payment methods on file for amounts you owe us, costs we incur or other losses arising out of your violation of this Agreement (including the Additional Policies).
4.3 Surf Seats reserves the right to temporarily or permanently suspend Accounts with incomplete or inaccurate information.
4.4 You are solely responsible for maintaining the confidentiality of your Account information and password. You are solely responsible for any activity relating to your Account. Your Account is not transferable to another party.
5. Privacy and Communications
All communications between you and Surf Seats (including communications with our service providers, our parent company and/or our affiliates) are subject to our User Privacy Notice.
In addition, you understand and agree that we may, without further notice or warning and in our discretion, monitor or record telephone conversations you or anyone acting on your behalf has with us or our agents for quality control and training purposes or for our own protection. Not all telephone lines or calls may be recorded by Surf Seats so we do not guarantee that recordings of any particular telephone calls will be retained or retrievable.
6. Fees and Other Charges
6.1 Surf Seats may charge fees for selling and/or buying Tickets through our Site and/or otherwise using our Services, as well as delivery or fulfillment fees (collectively referred to as "Service Fees"). Service Fees may vary depending on Ticket type and sale price. Surf Seats may in its sole and absolute discretion change its Service Fees at any time, including after you list your Tickets. Any applicable Service Fees including any taxes if applicable will be disclosed to you prior to listing or buying a Ticket. Surf Seats may charge and/or retain Service Fees if you do not fulfill your contractual obligations under this User Agreement.
6.2 If you as a Seller do not fulfill your contractual obligations under this User Agreement and the Seller Policies, Surf Seats may charge you certain fees and/or costs in accordance with the Seller Policies.
6.3 If you as a Buyer provide inaccurate information that requires Surf Seats to relist your purchased ticket, Surf Seats may charge you for any additional costs which arise out of re-listing your Ticket(s). Such additional costs may be charged to your Payment Method.
6.4 We may collect amounts owed using a collection agency or other collection mechanism and you may be charged fees associated with collecting the delinquent payments. Surf Seats, or the collection agency it retains, may also report information about your account to credit bureaus, and as a result, defaults in your account may be reflected in your credit report. If you wish to dispute the information Surf Seats reported to a credit bureau, please contact Surf Seats. If you wish to dispute the information a collection agency reported, contact the collection agency directly.
7. Selling Tickets
7.1 You must comply with all applicable laws and regulations and the terms of this User Agreement and the Seller Policies when listing, selling and delivering your Tickets.
7.2 When listing a Ticket you must set a starting price for which you are willing to sell your Ticket ("Lowest Sales Price"). You may modify (e.g. raise or lower the Sales Price) or delete your listing at any time until you have received a bid on your listed ticket. After receiving a bid, you may either accept the bid or wait for another bid. The price for which you accept is the “Sales Price.”
7.3 By listing a Ticket for sale, you are making a binding offer to sell that Ticket to a Buyer who purchases the Ticket at the Sales Price. When a Buyer accepts your offer by purchasing your Ticket through our Site, you are contractually bound to deliver that exact Ticket for Sales Price and within the required delivery timeframe. You are obligated to monitor your inventory and ensure all listings are accurate. Under no circumstances may Sellers cancel orders at one price and repost the same tickets for a higher price. Failure to fulfill your orders will lead to charges as stated in this User Agreement and Seller Policies.
7.4 Surf Seats does not guarantee that your tickets or related passes will sell or that your listing will appear on the Site within a certain time after it is posted or in a particular order on the event page or through search results. Surf Seats will not, for any reason, provide compensation for tickets that do not sell, even if it is due to Site unavailability from an outage or maintenance or listing delays.
You as a Seller are responsible for determining whether any taxes are due on your sale of a Ticket, and for collecting and remitting such taxes, except where Surf Seats is required by law to calculate, collect, and remit sales tax on those sales. Any applicable taxes must be included in the Sales Price of your Ticket. You agree to provide Surf Seats with your Social Security Number or other tax identification number if necessary for Surf Seats to provide (without notice to You) information to the relevant tax authorities related to payments you receive from us and further authorize Surf Seats to release that information to the relevant tax authorities. The Service Fees include any applicable sales, use, excise, value added, service and other indirect taxes.
9. Buying Tickets
You are responsible for reading the complete listing before making a commitment to buy Tickets. When placing a bid, you are entering into a binding contract with the Seller to purchase those Tickets once your bid is accepted. Additional terms communicated to you by the Seller may apply. Payment is remitted to Surf Seats and disbursed to the seller according to our User Agreement. All Sales are final. You cannot change or cancel any orders after the sale is complete.
10.1 Payments received from Buyers for Tickets purchased via the Site are processed by Surf Seats via Stripe Inc. on behalf of the Seller and credited to the Seller in accordance with the Seller Policies. Seller appoints the Surf Seats entity as its limited payment collection agent solely for the purpose of accepting funds from Buyers on behalf of Seller. Seller agrees that any payment made by Buyer to Surf Seats via Stripe Inc. shall be considered the same as a payment made directly to Seller, and Seller will make the Tickets available to Buyer in the agreed-upon manner as if Seller had received the payment directly from Buyer. Except as otherwise specified, Seller understands that Surf Seats’s obligation to pay Seller is subject to and conditional upon successful receipt of the associated payments from Buyer. Except as otherwise specified, Surf Seats guarantees payments to Seller only for such amounts that have been successfully received by Surf Seats from Buyer. In accepting appointment as the limited payment collection agent of seller, Surf Seats assumes no liability for any acts or omissions of the Seller.
10.2 Payments from Buyers are due and payable immediately. A Buyer can pay the full order amount which includes any applicable Service Fees and taxes using one of the accepted payment methods.
10.3 A Buyer’s obligation to pay for a Ticket is satisfied when Surf Seats has received the Payment in full.
11. Event Cancellations, Postponement and Other Event Changes
11.1 Cancellation: If an event is canceled and not rescheduled, we will remove the event and any listings related to the event from our Site and inform both Buyer and Seller about the cancellation with further instructions. The Buyer will receive a full refund or credit for use on a future purchase, as determined in Surf Seats’s sole discretion (unless a refund is required by law) once he has sent back the Ticket(s) (if applicable) and the Seller will not be paid. If the Seller has already been paid, the payment for the sale may be recovered by charging the Seller's Payment Method or by setting off this amount against pending payments for other Tickets the Seller has sold or will sell in the future.
11.2 Postponement: If an event is postponed, Surf Seats will work with Buyers and Sellers on a case-by-case basis attempting to resolve any Ticket issues. Sellers are prohibited from reselling, invalidating or changing Tickets for postponed events. Refunds will not be issued for postponed events, unless they are ultimately canceled as stated above.
11.3 Other event changes: Surf Seats is not responsible for partial performances, venue, or time changes. No refunds will be issued in these instances.
12. Term and Termination
12.1 This User Agreement shall commence on the date that you register an Account with Surf Seats and will continue for an indefinite period unless terminated in accordance with these provisions.
12.2 You may terminate this User Agreement at any time by contacting Customer Service. In the event that you request that we close your Account, we will treat your request as termination of this User Agreement. Without limiting our rights according to Clause 19, we may terminate this User Agreement at any time by giving at least thirty (30) days’ notice via email to your registered email address. We will then close your Account.
12.3 Termination of this User Agreement shall not affect the rights or liabilities of either party accrued prior to and including the date of termination or expiry and/or any terms intended expressly or by implication to survive termination or expiry.
13. Site Changes and Availability
Surf Seats reserves the right at any time to modify or discontinue, temporarily or permanently, the Site, the Services or any part of the Site or Services with or without notice for any reason. Surf Seats performs regularly-scheduled maintenance. While we do our best to avoid customer impact, the Site or our Services may be temporarily unavailable during maintenance periods.
14. Abusing Surf Seats
When using our Site and Services, you agree that you will not do any of the following:
contact or invite contact with other Surf Seats users for any reason other than the purpose for which you received the Surf Seats user’s contact information or solicit sales outside of Surf Seats;
use the Buyer's personal data for any reason other than the delivery of Tickets unless otherwise agreed to by the Buyer; behave in an abusive manner to any Surf Seats employee or other user;
violate any venue or event promoter rules at events or violate any applicable third party terms of service;
breach or circumvent any laws, third party rights or our Additional Policies;
post false, inaccurate, misleading, defamatory or libelous content;
fail to fulfill your contractual obligations regarding the sale or purchase of a Ticket;
use Surf Seats's trademarks without our prior written permission;
copy, reproduce, reverse engineer, modify, create derivative works from, distribute or publicly display any content (except for your information) or software from our Site or Services without the prior express written permission of Surf Seats and the appropriate third party, as applicable;
use any robot, spider, scraper or other automated means to access our Site or Services for any purpose without our express written permission;
take any action that imposes or may impose (to be determined in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
interfere or attempt to interfere with the proper working of our Site or Services or any activities conducted on or with our Site or Services;
bypass our robot exclusion headers, robots.txt rules or any other measures we may use to prevent or restrict access to our Site or Services;
commercialize any Surf Seats application or any information or software associated with such application;
export or re-export any Surf Seats application or tool except in compliance with the export control laws of any relevant jurisdiction and in accordance with posted rules and restrictions; or
do anything else that Surf Seats determines, in its sole reasonable discretion, misuses the Site or Services or otherwise negatively impacts our marketplace.
In our effort to protect our Buyers and Sellers we may screen ticket sales or listings for signs of fraud using algorithms or automated systems, which may result in automatic cancellation of listings or sales and temporary or permanent suspension of accounts. If your transaction is canceled in error, or your account suspended in error, please contact us and we may reinstate your Account or listing, in our sole discretion.
15.1 You own and are solely responsible for any content including images, text, audio or other materials that you submit (“User Content”). By submitting User Content, you grant us a non-exclusive, worldwide, perpetual (or for the duration of any copyright or other rights in such content), irrevocable, royalty-free, transferable, sublicensable (through multiple tiers) right to use, reproduce, distribute, create derivative works from, publicly perform, display, store, or publish in any way, in any media known now or in the future. You grant Surf Seats the right to use your name or image in association with your User Content, if we so choose. Further, to the fullest extent permitted under applicable law, you waive your moral rights in the content and promise not to assert such rights against us, our sublicensees or assignees.
15.2 You represent and warrant that the User Content: (a) is owned by you or you control all necessary rights to it; (b) does not violate, misappropriate or infringe on the rights of any third party including intellectual property rights, privacy rights or publicity rights; (c) is accurate, not obscene, false, libelous or defamatory; and (d) will not cause injury to any person, entity or system. You will indemnify Surf Seats for any and all claims resulting from your User Content. Surf Seats has the right but not the obligation to monitor, edit or remove your User Content. The User Content is non-confidential and Surf Seats will not be liable for its use or disclosure.
15.3 We may offer catalogs of stock images, descriptions and product specifications, which are provided by third-parties (including Surf Seats users). You may use catalog content solely in connection with your Surf Seats listings during the time your listings are on our Site. While we try to offer reliable data, we cannot promise that the catalogs will always be accurate and up-to-date, and you agree that you will not hold our catalog providers or us responsible for inaccuracies in their catalogs. The catalog may include copyrighted, trademarked or other proprietary materials. You agree not to remove any copyright, proprietary or identification markings included within the catalogs or create any derivative works based on catalog content (other than by including them in your listings).
15.4 If you submit ideas, suggestions, documents, and/or proposals (“Ideas”) to Surf Seats, you do so voluntarily and with no expectation of confidentiality. By submitting Ideas, you grant us ownership of the Ideas to use for any purpose, in any way, in any media now known or in the future and throughout the universe without any obligation or payment. You understand that Surf Seats may have something similar to the Ideas under consideration or in development.
16. Protecting Intellectual Property Rights
Surf Seats respects intellectual property rights and we respond to notices of alleged infringement.
If you reside in the United States, and you find material on our Site or Services that you believe infringes your copyright or other intellectual property rights, please notify us and we will investigate. Learn how to submit a notice to Surf Seats, see Appendix 1.
17. Violating the Agreement
17.1 We may investigate any potential or suspected violations of the User Agreement, Additional Policies, security protocols or best practices, third-party rights or applicable law; any actions or any other misconduct or potential abuse on or through the Services or attempts. When assessing whether and which measure(s) to take against a user, we will take the legitimate interests of the user into account, and shall in particular consider if the user is responsible for the misconduct.
17.2 We may take any actions we deem appropriate in our reasonable discretion for the conduct described in 19.1.Without limiting other remedies, these actions may include: limit, or temporarily or permanently suspend, or terminate our services and Accounts, restrict or prohibit access to, and your activities on, our Site and/or Services, remove listings, require you to edit listings, cancel sales, require you to send Tickets to a Buyer within a specified time, delay or remove hosted content, remove any special status associated with an Account, reduce or eliminate any discounts, withhold payment, charge the Payment Method on file for amounts you owe or costs we incur due to your misconduct (including, without limitation, any costs associated with collection of delinquent Accounts or chargebacks and any replacement costs), and take technical and legal steps to keep you from using our Site and/or Services.
17.3 We reserve the right to report any activity that we believe to be illegal or otherwise in contravention of this User Agreement and we will respond to any verified requests relating to a criminal investigation (i.e. a subpoena, court order or substantially similar legal procedure) from local and foreign law enforcement or regulatory agencies, other government officials or authorized third-parties.
18. Disclaimer of Warranties; Limitation of Liability
19.1 YOU UNDERSTAND AND AGREE THAT YOU ARE MAKING USE OF THE SITE AND SERVICES ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. SURF SEATS MAKES NO WARRANTY WITH RESPECT TO ITS SOFTWARE, SERVICES, SITE, ANY TICKETS, ANY EVENT, ANY USER CONTENT, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED. ACCORDINGLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS SPECIFICALLY PROVIDED IN THIS USER AGREEMENT, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.
19.2 IN ADDITION, TO THE MAXIMUM EXTENT PERMITTED BY LAW, SURF SEATS (INCLUSIVE OF ANY OF ITS SERVICE PROVIDERS AND LICENSORS) IS NOT LIABLE FOR: (A) ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES; (B) LOSS OF: PROFITS, GOODWILL OR REPUTATION, OR OTHER INTANGIBLE LOSSES; (C) DAMAGES RELATING TO: (I) YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SITE OR SERVICES; (II) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING OUR SITE OR SERVICES OR THOSE OF ANY SITE, SERVICES, OR TOOLS LINKED TO OUR SITE OR SERVICES; (III) ANY USER CONTENT OR CONTENT OF THIRD PARTIES, OR (IV) THE DURATION OR MANNER IN WHICH TICKETS YOU LIST APPEAR ON THE SITE OR SERVICES.
19.3 SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF WARRANTIES OR EXCLUSION OF DAMAGES, SO SUCH DISCLAIMERS AND EXCLUSIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE RIGHTS IN ADDITION TO THOSE CONTAINED IN THIS USER AGREEMENT. THIS IS ESPECIALLY SO IF YOU ARE A CONSUMER.
19.4 REGARDLESS OF THE PREVIOUS CLAUSES, OUR LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES IN DISPUTE NOT TO EXCEED THE TOTAL FEES WHICH YOU PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR (B) $200.
20. Applicable Laws and Jurisdiction
20.1 Any claim, dispute or matter arising under or in connection with this User Agreement shall be governed and construed according to the laws of the State of Michigan.
20.2 If you reside in the United States, you agree to resolve your disputes with Surf Seats as specified in Clause 22. If you reside anywhere else in the world: if you are registered as a business you agree to submit to the exclusive jurisdiction, and if you are a consumer you submit to the non-exclusive jurisdiction, of the courts of the State of California (according to the rules in clause 21.1 above). This means that you as a consumer have the right to bring an action either in the State of California (United States) or at your place of residence. Surf Seats may only initiate legal proceedings against consumers before the courts in their place of residence.
21. Legal Disputes
21.1 If you reside in the United States or Canada, You and Surf Seats each agree, except where prohibited by law, that any and all disputes or claims that have arisen or may arise between you and Surf Seats relating in any way to or arising out of this or previous versions of the User Agreement (including this Agreement to Arbitrate, as the term is defined below) or the breach or validity thereof, your use of or access to the Site or Services, or any tickets or related passes sold or purchased through the Site or Services shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules (“Rules”), rather than in court, except that you may assert claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis (together with subsections 22(A)-(F), the “Agreement to Arbitrate”). This Agreement to Arbitrate is intended to be broadly interpreted. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
21.2 For any user that is selling a Ticket to an event located in the state of Illinois, the following applies: pursuant to 815 ILCS 414/1.5(c), for transactions involving tickets to events in Illinois, Buyers and Sellers may elect to submit complaints against one another to the American Arbitration Association (‘AAA’) under its rules and procedures. The AAA's rules are available at www.adr.org. Such complaints shall be decided by an independent arbitrator in accordance with this User Agreement and all incorporated Policies. Buyers and Sellers further agree to submit to the jurisdiction of the State of Illinois for complaints involving a ticketed event held in Illinois.
A. Prohibition of Class and Representative Actions and Non-Individualized Relief
1. Prohibition of Class and Representative Actions
EXCEPT WHERE PROHIBITED BY LAW, YOU AND SURF SEATS AGREE THAT EACH OF US MAY BRING CLAIMS PURSUANT TO THIS AGREEMENT TO ARBITRATE AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. UNLESS BOTH YOU AND SURF SEATS AGREE OTHERWISE, THE ARBITRATOR SHALL NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS, AND SHALL NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.
2. Non-Individualized Relief
YOU AND SURF SEATS AGREE THAT THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS OR THE GENERAL PUBLIC. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then subject to your and Surf Seats’s right to appeal the court’s decision, that claim (and only that claim) must be severed from the arbitration and may be brought in court. All other claims will be arbitrated.
B. Arbitration Procedures
Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual; and an arbitrator must also follow the terms of the User Agreement, as a court would.
All issues are for the arbitrator to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of Section 1 of this Agreement to Arbitrate ("Prohibition of Class and Representative Actions and Non-Individualized Relief"), shall be for a court of competent jurisdiction to decide.
The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement to Arbitrate, any part of it, or of the User Agreement including, but not limited to, any claim that all or any part of this Agreement to Arbitrate or the User Agreement is void or voidable.
The arbitration will be conducted by the AAA under the Rules, as modified by this Agreement to Arbitrate. The Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. The language of the arbitration shall be English.
A party who intends to seek arbitration must first send to the other, by certified mail, a completed form Notice of Dispute (“Notice”). You may download a form Notice. A Notice to Surf Seats should be sent to Surf Seats Inc., Attn: Litigation Department, Re: Surf Seats Notice of Dispute, 214 S Main St., Ann Arbor MI 48104.. Surf Seats will send any Notice to you to the physical address we have on file associated with your Surf Seats account; it is your responsibility to keep your physical address up to date. All information called for in the Notice must be provided, including a description of the nature and basis of the claims the party is asserting and the relief sought.
If you and Surf Seats are unable to resolve the claims described in the Notice within 30 days after the Notice is sent, you or Surf Seats may initiate arbitration proceedings pursuant to the Rules. A form for initiating arbitration proceedings is available on the AAA's website at www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to Surf Seats at the following address: Surf Seats, Inc. c/o Harvard Business Services, Inc. 16192 Coastal Highway, Lewes, DE 19958. In the event Surf Seats initiates arbitration against you, it will send a copy of the completed form to the physical address we have on file associated with your Surf Seats account. Any settlement offer made by you or Surf Seats shall not be disclosed to the arbitrator. The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Surf Seats may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Surf Seats subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Surf Seats may attend by telephone, unless the arbitrator requires otherwise.
The arbitrator will decide the substance of all claims in accordance with the laws of the State of California, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Surf Seats users, but is bound by rulings in prior arbitrations involving the same Surf Seats user to the extent required by applicable law. The arbitrator's award shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
C. Costs of Arbitration
Payment of all filing, administration, and arbitrator fees will be governed by the Rules, unless otherwise stated in this Agreement to Arbitrate. If the value of the relief sought is $10,000 or less, at your request, Surf Seats will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Surf Seats should be submitted by mail to the AAA along with your Demand for Arbitration and Surf Seats will make arrangements to pay all necessary fees directly to the AAA. If the value of the relief sought is more than $10,000 and you are able to demonstrate that the costs of accessing arbitration will be prohibitive as compared to the costs of accessing a court for purposes of pursuing litigation on an individual basis, Surf Seats will pay as much of the filing, administration, and arbitrator fees as the arbitrator deems necessary to prevent the costs of accessing arbitration from being prohibitive. If (a) you willfully fail to comply with the Notice of Dispute requirement discussed in subsection 22(B) above, or (b) in the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Surf Seats for all fees associated with the arbitration paid by Surf Seats on your behalf that you otherwise would be obligated to pay under the Rules.
With the exception of any of the provisions in subsection A.1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions”), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If an arbitrator or court decides that subsection A.1 of this Agreement to Arbitrate is invalid or unenforceable, then if Surf Seats so elects, the entirety of this Agreement to Arbitrate shall be null and void. If a court decides that applicable law precludes enforcement of any of the provisions in subsection A.2 of this Agreement to Arbitrate (“Non-Individualized Relief”) as to a particular claim for relief, then subject to your and Surf Seats’s right to appeal the court’s decision, that claim (and only that claim) must be severed from the arbitration and litigated in in court. All other claims and disputes subject to arbitration under this Agreement to Arbitrate, including any and all claims for monetary damages of any kind, shall be arbitrated.
E. Opt-Out Procedure
You can choose to reject this Agreement to Arbitrate (‘opt out’) by mailing us a written opt-out notice (‘Opt-Out Notice’). The Opt-Out Notice must be postmarked no later than 30 days after the date you accept the User Agreement for the first time. You must mail the Opt-Out Notice to Surf Seats, Inc., Attn: Litigation Department, Re: Opt-Out Notice, 214 S Main St. Suite 200. Ann Arbor MI 48104.
The Opt-out notice must include your name, address (including street number and address, city, state, and zip code), phone number and the email address(es) used to log in to the Surf Seats account(s) to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Agreement to Arbitrate. If you opt out of the Agreement to Arbitrate, all other parts of the User Agreement, including all other provisions of Section 9 ‘Disputes with Surf Seats’, will continue to apply. Opting out of this Agreement to Arbitrate has no effect on any previous, other, or future arbitration agreements that you may have with us.
F. Future Amendments to the Agreement to Arbitrate
Notwithstanding any provision in the User Agreement to the contrary, you and Surf Seats agree that if we make any amendment to this Agreement to Arbitrate (other than a change to any notice address or website link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding between you and Surf Seats prior to the effective date of the change. The amendment shall apply to all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and Surf Seats. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on https://www.Surf Seats.com at least thirty (30) days before the effective date of the amendments and by sending notice via email to your email address on file with us. If you do not agree to the amended terms, you may close your account within the thirty (30) day period and you will not be bound by the amended terms.
21.2 If you reside outside of the United States or Canada and a dispute arises between you and Surf Seats, we strongly encourage you to first contact us directly to seek a resolution by contacting Customer Service. For the avoidance of doubt, if you are a consumer residing in the European Union, please note that we do not (and are not legally obliged to) participate in any ADR procedures or services, unless otherwise (i) specified in the country-specific additional provisions below, and/or (ii) provided by law.
22. Release and Indemnification
22.1 To the fullest extent permitted by law, you release and covenant not to sue Surf Seats, its affiliated companies, and our and their respective officers, directors, agents, joint venturers, employees, legal representatives, and suppliers from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with disputes between users. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims, which you may know or suspect to exist in your favor at the time of agreeing to this release.
22.2 You agree to indemnify and hold us and (if applicable) our parent, subsidiaries, affiliates, and our and their respective officers, directors, attorneys, agents, employees, licensors and suppliers (the "Surf Seats Indemnitees") harmless against any claim or demand and all liabilities, costs and expenses (including reasonable attorneys' fees) incurred by us and (if applicable) any Surf Seats Indemnitee resulting from or arising out of your breach of this User Agreement, your improper use of our Site or Services, and/or your violation of any law or the rights of a third party.
23. State-Specific Additional Provisions
23.1 If you are a Californian resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Applicable to events located in the state of Illinois (USA)
23.2 For any user that is selling a Ticket to an event located in the state of Illinois, the following applies: pursuant to 815 ILCS 414/1.5(c), for transactions involving tickets to events in Illinois, Buyers and Sellers may elect to submit complaints against one another to the American Arbitration Association (‘AAA’) under its rules and procedures. The AAA's rules are available at www.adr.org. Such complaints shall be decided by an independent arbitrator in accordance with this User Agreement and all incorporated Policies. Buyers and Sellers further agree to submit to the jurisdiction of the State of Illinois for complaints involving a ticketed event held in Illinois.
24. General Provisions
24.1 This User Agreement (and all documents incorporated by reference) constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior agreements and understandings between the parties hereto with respect to the subject matter hereof, whether written or oral. No amendment, modification or supplement of any provision of this User Agreement will be valid or effective unless made in accordance with the express terms of this User Agreement.
24.2 If any provision of this User Agreement is held to be invalid or unenforceable under any circumstances, its application in any other circumstances and the remaining provisions of this User Agreement shall not be affected.
24.3 We may assign or transfer our rights and obligations under this User Agreement at any time, provided that we assign the User Agreement on the same terms or terms that are no less advantageous to you. You may not assign or transfer this User Agreement, or any of its rights or obligations, without our prior written consent, which we can refuse in our sole discretion.
24.4 No agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created by this User Agreement, your use of the Site, or the provision of our Services. A person who is not a party to this User Agreement has no right to enforce any term of this User Agreement.
24.5 Nothing in this User Agreement is intended to confer benefits, rights or remedies unto any person or entity other than the parties hereto and their permitted successors and assigns.
24.6 The subject heading at the beginning of each paragraph of this User Agreement is for reference purposes only and in no way defines, limits, construes or describes the scope or extent of such paragraph. The following sections survive any termination of this User Agreement: Contracting entity, fees and other charges, taxes, payments, abusing Surf Seats, content, liability, applicable laws, release and indemnification, additional provisions applicable to US residents and events in the USA, general provisions.
24.7 Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this User Agreement.
24.8 Legal notices to us shall be served by registered mail to your relevant entity listed in Clause 2.1. We shall send notices to you by email to the email address you provide to us during the registration process. Notice to you shall be deemed given 24 hours after the email is sent, unless we are notified that the email address is invalid. Alternatively, we may give you legal notice by registered mail to the postal address provided during registration. Notices sent to either party by registered mail shall be deemed to have been received by that party three days after the date of mailing.
25. Force Majeure
Surf Seats shall not be in default or otherwise liable under this User Agreement due to its inability to perform its obligations by reason of any fire, earthquake, flood, substantial snowstorm, epidemic, pandemic, accident, explosion, casualty, strike, lockout, labor controversy, riot, civil disturbance, act of public enemy, terrorism, cyber-terrorism, embargo, war, act of God, natural disaster, or any municipal, county, state or national ordinance or law, or any executive, administrative or judicial order (which order is not the result of any act or omission which would constitute a default by Surf Seats hereunder), or any failure or delay of any transportation, power, or communications system or any other or similar cause not under Surf Seats’s control (“Force Majeure”).
To report infringement of your intellectual property appearing on Surf Seats.com
Notice of Infringement: If you have a good faith belief that your intellectual property rights have been violated, you can submit a Notice of Claimed Infringement to Surf Seats’s designated agent with the following information:
1. The physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification or description of the copyrighted work or other intellectual property you claim has been infringed. If you are asserting infringement of an intellectual property right other than copyright, please specify the right at issue (for example, trademark or patent);
3. Identification or description of where the material that you claim is infringing is located on Surf Seats, with enough detail that we may find it on the Site including, whenever possible, the URL;
4. Brief description of how the challenged content infringes the owner’s intellectual property rights;
5. Your address, telephone number, and email address;
6. A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or intellectual property owner, its agent, or the law; and
7. A statement, under penalty of perjury, that the information in the notification is accurate and that you are the copyright or intellectual property owner or authorized to act on the owner’s behalf.
Surf Seats's designated agent can be contacted as follows: by mail to Surf Seats’s Designated Agent, Surf Seats, Inc., Harvard Business Services, Inc. 16192 Coastal Highway, Lewes, DE 19958; by email to support@SurfSeats.com; .
To challenge a DMCA takedown for content appearing on Surf Seats.com
DMCA Counter-Notice. If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your User Content, you may send a counter-notice containing the following information to the Designated Agent at the address(es) listed above:
1. Your physical or electronic signature;
2. Identification of the User Content that has been removed or to which access has been disabled and the location at which the User Content appeared before it was removed or disabled;
3. A statement that you have a good faith belief that the User Content was removed or disabled as a result of mistake or a misidentification; and
4. Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in Detroit, Michigan, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by Surf Seats's Designated Agent, Surf Seats may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed User Content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order against the User Content provider, member or user, the removed User Content may be replaced, or access to it restored, in ten (10) to fourteen (14) business days or more after receipt of the counter-notice, at Surf Seats's sole discretion.
To report infringement of your intellectual property appearing on any other Surf Seats domain
Contact Customer Service and provide your name, contact details and sufficient details to enable us to review your complaint.
Some Of The Things You're Not Allowed To List
Here's a list of ticket types or ticket items that you're not allowed to list for sale on Surf Seats.
Tickets for non-consecutive seats - All of the seats in your listing must be together (consecutive), unless they are piggyback seats (see below).
“Piggyback seats” - If you’re listing "piggyback" seats, you must select the "Piggyback" check box when listing your tickets for sale. To list piggyback seats, your seats must
Be directly behind one another (not staggered or off to the side)
Be in 2 consecutive rows, and
Have the same number of seats in each row
Speculative tickets - You must only list tickets that you already have in your possession (‘In Hand’) or that have been allocated to you. Speculative tickets or ‘spec tickets’ are tickets that are listed for sale or sold before the seller actually own s the tickets or before the tickets have been allocated to the seller. Listing or selling speculative tickets on Surf Seats is not allowed and may result in account suspension, fees, charges or other consequences. Sellers who regularly list tickets that are not in their possession and who are known to have listed speculative tickets in the past, may be required to provide an earlier In Hand Date than is normally required (for In Hand Date, see Section 2 below).
Stolen property - We probably don't need to tell you this, but selling stolen tickets or other stolen items on Surf Seats is against the rules and violates various laws.
2. Rules for Listing Tickets
Providing accurate and complete information about your tickets during the listing process is one of the keys to becoming a successful seller and is a requirement to list on the Site. If you do not follow all of the requirements in this section when listing your tickets, your listings may not appear on the Site, your sale may be canceled, you may not get paid, you may incur fees (associated with us finding replacement tickets for, or refunding, the buyer and/or a fixed admin fee), or you may be subject to other consequences specified in these Seller Policies and of the User Agreement.
2.1 Deliver the ticket to the buyer as quickly as possible. You will not be paid until the ticket is sent to buyer.
2.2 Enter accurate ticket info
When you list your tickets on Surf Seats, you are responsible for providing full and accurate information about your tickets. Depending on the location of the event, this may include all or part of the following: the name of the event, date, section, row, seat and any other required ticket information. Where required, we may remove any listings, cancel any sales or take other actions if listings are vague, confusing, inaccurate or misleading about section, row and seat information.
Failure to provide accurate information may result in a refund to the buyer and additional costs
2.3 Select accurate ticket features and comments
If you have an aisle seat ticket, have a parking pass to include with the tickets you're selling, or want to highlight any other details about your tickets, please include that information on your listing . Be sure to list exactly what you will deliver to the buyer and select only comments that accurately describe your tickets.
2.4 List valid tickets
Only list tickets that you know are valid. It's your responsibility to make sure the tickets you list for sale on Surf Seats are valid. If you deliver incorrect, misrepresented, invalid, fraudulent or counterfeit tickets for any sale or portion of a sale you , you may incur additional fees or you may be subject to other consequences as set out in these Seller Policies and Clause 19 of the User Agreement.
2.5 Comply with applicable law
When setting the sale price of your tickets, it is your responsibility to comply with all applicable laws, statutes, and regulations.
2.6 Manage your listings and sales closely
You are free to modify or delete your listing at any time before a sale is completed between you and buyer. But keep in mind that by listing a ticket for sale on Surf Seats, you are making a binding offer to sell that ticket to a buyer who purchases the ticket for the price you agree to. When you accept a buyers offer, you are contractually bound to supply that exact ticket for the specified price and within the required delivery timeframe.
If you choose to list your tickets on Surf Seats and on other sites and you end up selling your tickets somewhere else or no longer have them in your possession, delete them from Surf Seats immediately. If your ticket sells on Surf Seats although it has sold somewhere else and you are not able to complete the sale, you will be subject to the consequences described in Section 3.3.
2.7. No guarantee
Surf Seats does not guarantee that your tickets will sell or that your listing will appear on the Site within a certain time after it is posted or in a particular order on the event page or through search results. Surf Seats will not, for any reason, provide compensation for tickets that do not sell, even if it is due to Site unavailability from an outage or maintenance or listing delays.
3. Rules for Getting Tickets to Buyers
3.1 Completing your sales
When your tickets sell, your sale is not complete until the buyer receives the tickets from you. Completing a sale means following all of the steps to deliver the tickets you sold, on time and as promised in your listing.
As soon as your tickets sell, we'll send you an email with a deadline to complete your sale, i.e. the date by which the buyer must receive the tickets.
3.2 Deliver your tickets on time and as promised
When sellers deliver tickets late, worried buyers contact us wondering why they haven't received their tickets yet, when they should be looking forward to going to their event. And when a buyer gets tickets that don't match the information in the listing, we may need to take various remedial actions for that buyer including finding replacement tickets, providing refunds, etc. So if any of the information in your listing doesn't exactly match the actual tickets you deliver to the buyer or if you don't complete your sale on time, we may cancel your sale, you may not get paid, you may incur additional fees or you may be subject to other consequences as set out in these Seller Policies of the User Agreement.
3.3 Reporting an issue and offering replacement tickets; Consequences for Dropped Sales and Invalid Tickets
We know things don't always go as planned. You need to report an issue right away if you:
can't send the tickets;
can’t deliver them at all; or
need to offer replacement tickets.
You can report an issue by emailing email@example.com
What is a “dropped sale”?
A dropped sale means any one of the following:
You cannot deliver the exact ticket in time and as specified in your listing
You don’t have replacement tickets (tickets that Surf Seats determines are comparable or better than the ones originally listed) that the buyer accepts
The buyer or Surf Seats rejects your requested change and cancels the order
Or, for any other reason, you fail to complete your sale.
Remember, reporting an issue to request a change to your sale doesn’t mean it has to be accepted. Surf Seats may in its sole discretion cancel the order without further notice or payment to you.
Here are a few things to keep in mind:
It’s always your responsibility to report an issue immediately, no matter how much time has passed since you received your sale notification email.
Surf Seats monitors the frequency and rate at which you drop sales as compared to your total sales (your 'dropped order rate') and we reserve the right, upon notice to you, to suspend your account if we determine that your dropped order rate has exceeded an acceptable level. Similarly, if you abuse the Surf Seats marketplace as determined by Surf Seats in its sole discretion including, without limitation, (i) dropping orders at one price and relisting the same tickets for higher prices; (ii) engaging in speculative listings or (iii) other similar abuses of your obligations as a seller, you may be subject to an investigation and any applicable consequences.
If you dropped your sale, Surf Seats will charge your payment method an amount equal to the greater of (i) 100% of the price of the ticket(s) sold or (ii) the full amount incurred by Surf Seats to remedy the dropped sale. In addition, you may be subject to other consequences as specified in the User Agreement, including account suspension.
If we receive a report that tickets you sold on Surf Seats were not valid for entry, we'll investigate to try to determine what caused the issue, and, if necessary, we'll reach out to you to request documentation.
In this situation, except in cases where the venue or organizer/primary ticketer is responsible for the invalid ticket (as determined by our investigation), Surf Seats will charge your payment method an amount equal to the greater of (i) 100% of the price of the ticket(s) sold or (ii) the full amount incurred by Surf Seats to remedy the issue for the buyer (the “Invalid Ticket Charge”).
If you fail to respond to this email and or to take any other actions required by Surf Seats to investigate the invalid ticket claim, you may be charged an amount equal to 20% of the cost of the original tickets, in addition to the Invalid Ticket Charge described in the paragraph above. A response constitutes an acknowledgment of our request and a bona fide effort to investigate the claim and obtain documentation. However, failing to respond, and not being able to provide documentation are not the same. We understand that every team and venue is different, and there may be cases where you cannot obtain documentation to assist in the investigation. In these cases, we'll work with you and use your history with us, specifically your invalid ticket claim rate, to determine the resolution. You can view your invalid ticket claim rate in the Seller Data Portal any time.
4. How We Handle Canceled Events and Postponed Events
4.1 Canceled events and playoff games
If you sold tickets to a canceled event that's not played, we'll email you to let you know and you won't be paid for the sale. If you were already paid, we'll recover the payment by charging your Payment Method on file with us or cancelling pending payments (for other tickets you've sold). If you prevent us from recovering a payment, we may suspend your selling permissions or withhold future payments until the amount owed is recovered.
4.2 Postponed events policy
A 'postponed event' is an event where the time or date has changed because it was rescheduled by the team, venue, artist or organizer. We evaluate postponed events on a case-by-case basis to determine the appropriate course of action. Here are a few things to keep in mind:
If a venue requires new tickets for the rescheduled event to be printed and you have already delivered the original tickets to the buyer, we will notify you on how you need to fulfill the order. If you don't send the tickets for the rescheduled event as requested and the buyer is denied entry to the event, Surf Seats may charge you the full amount of the order, costs incurred to satisfy the buyer, and/or you may be subject to other consequences as detailed in Section 3 above (The rules for getting tickets to buyers).
If an event is postponed and the new event ticket availability is limited and not guaranteed, we will deem the event canceled and handle this as we do other canceled events (please see above “canceled events and playoff games”).
5. Getting Paid, Paying Taxes and Tips on Avoiding Consequences
5.1 Getting paid for your ticket sale
Sellers will usually be sent payments within 1 business day of transferring tickets but in rare cases it could take up to (14) business days (sometimes longer) following Surf Seats's confirmation of the buyer's receipt of tickets.
5.2 Paying taxes
Except where required by law, Surf Seats is not responsible in any way for the accuracy or suitability of any payment of any applicable taxes on your behalf. As a seller, you are responsible for collecting and remitting any and all applicable international, federal, state, or municipal taxes in connection with ticket sales, except where Surf Seats is required by law to calculate, collect, and remit sales tax on those sales.
As of January 2011, we are required by the IRS to collect a Tax ID Number (TIN) for sellers who sell tickets to events located in the US with more than 200 transactions and $20,000 USD paid to them by Surf Seats per year so we can create an annual 1099k form. If you're one of these sellers, we'll send you an email with instructions on how to add your TIN in My Account.
6. Other Things You're Not Allowed To Do
6.1 Misusing buyer contact information or Surf Seats's Site and services
We provide you with the buyer’s contact information so you can ship tickets to them. However, don't use this information to contact the buyer for anything other than delivering the tickets you sold to the buyer and do not tell a buyer that you are affiliated with or a representative of Surf Seats.
You are not allowed to use the Surf Seats Site or services to:
contact other Surf Seats users
ask other Surf Seats users to contact you
buy, sell, or deliver tickets outside of Surf Seats
7. What Happens When You Break The Rules
When you violate these Seller Policies, you may face consequences, which could include the following (or any combination):
The fees detailed in Section 3 above (The rules for getting tickets to buyers), including the cost of replacement tickets, reprinting fees, additional delivery costs, administrative fees and refunds to the buyer
The removal of your listings
Limits to your buying and selling privileges
Withholding of payments
Temporary or permanent suspension of your account
Or any other consequences specified in the User Agreement
Remember, it's your responsibility to consult Surf Seats's User Agreement and all Surf Seats policies (including these Seller Policies) for all of the detail.