Terms of Service

Section 1: Introduction and Agreement

SectorFlow Inc. ("SectorFlow Inc.", "we", "our") operates TicketMine.ai, which offers intelligent ticketing solutions powered by AI, including via a website (collectively, the "Service"), and other apps, including but not limited to www.ticketmine.ai ("The Websites").

SectorFlow Inc. has two types of users depending on the TicketMine.ai products used:

- We call users of the Websites "Site Visitors."
- We call users who use the Service as part of a paid TicketMine.ai plan (regardless of the tier) "Subscribers."

We refer to these two types of users collectively as "Users" or "you" for purposes of these User Terms of Service (the "Terms"). These Terms create a legal agreement directly between you and SectorFlow Inc. regarding your use of TicketMine.ai services.

Section 2: Eligibility and Scope

2.1 General: To use the Service and Websites you must be, and represent and warrant that you are, at least 13 years of age and competent to agree to these Terms. If TicketMine.ai has previously prohibited you from accessing or using the Service and Websites, you are not permitted to access or use the Service and Websites.

2.2 Location: These Terms are applicable to Users located in the United States, and internationally, where applicable.

Section 3: Account Registration and Use

3.1 Account Registration and Confidentiality: To access the Service and Websites, you must register for a TicketMine.ai account by creating a user name and password. You agree to provide us with accurate, complete, and current registration information about yourself. It is your responsibility to ensure that your password remains confidential and secure. By registering, you agree that you are fully responsible for all activities that occur under your user name and password. We may assume that any communications we receive under your account have been made by you. If you are a billing owner, an administrator, or if you have confirmed in writing that you have the authority to make decisions on behalf of a Customer ("Account Administrator"), you represent and warrant that you are authorized to make decisions on behalf of the Customer and agree that TicketMine.ai is entitled to rely on your instructions.

3.2 Unauthorized Account Use: You are responsible for notifying us at hello@ticketmine.ai if you become aware of any unauthorized use of or access to your account. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account. TicketMine.ai will not be liable for any loss, damages, liability, expenses or attorneys' fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use. You will be liable for losses, damages, liability, expenses and attorneys' fees incurred by TicketMine.ai or a third party due to someone else using your account. In the event that the Account Administrator or Customer loses access to an account or otherwise requests information about an account, TicketMine.ai reserves the right to request from the Account Administrator or Customer any verification it deems necessary before restoring access to or providing information about such account in its sole discretion.

Section 4: Our Proprietary Rights

The Service and Websites are owned and operated by TicketMine.ai and contain materials (including all software, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks) which are derived in whole or in part from materials supplied by TicketMine.ai and its partners, as well as other sources, and are protected by United States copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. The Service and Websites are also protected as a collective work or compilation under U.S. copyright and other law and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service and Websites. You acknowledge that the Service and Websites have been developed, compiled, prepared, revised, selected, and arranged by TicketMine.ai and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of TicketMine.ai and such others. You agree to protect the proprietary rights of TicketMine.ai and all others having rights in the Service and Websites during and after the term of these Terms and to comply with all written requests made by TicketMine.ai or its suppliers and licensors (collectively, "Suppliers") of content or otherwise to protect their and others' contractual, statutory, and common law rights in the Service and Websites. You agree to notify TicketMine.ai immediately upon becoming aware of any claim that the Service and Websites infringe upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Service and Websites shall, as between you and TicketMine.ai, at all times be and remain the sole and exclusive property of TicketMine.ai. Any unauthorized use of any material contained on or through the Service and Websites may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.

Section 5: User Content and Feedback

5.1 User Content and Submissions on the Service: The Service takes data that you and your company have given permission for the Service to access (collectively, "User Content") and processes this data to provide intelligent ticketing solutions (except for content specifically submitted to TicketMine.ai under the below definitions). User Content is subject to the following terms:

5.1.1 Subscriber User Content on the Service: Content submitted to the Service by Subscribers ("Subscriber User Content") is owned and controlled by the Customer as set forth in the introduction to these Terms and the Customer Agreement. TicketMine.ai maintains a limited, non-exclusive and non-transferrable (except in connection with the sale or transfer of its business) license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display Subscriber User Content for the following limited purposes: (i) to maintain, provide and improve the Service; (ii) to prevent or address technical or security issues and resolve support requests; (iii) to investigate when we have a good faith belief, or have received a complaint alleging, that such Subscriber User Content is in violation of the Customer Agreement or these Terms; (iv) to comply with a valid legal subpoena, request, or other lawful process that meets the requirements of the Customer Agreement; and (v) as otherwise set forth in our Customer Agreement or as expressly permitted in writing by the Customer.

5.2 Feedback on the Websites: The Websites may have certain features that allow you to submit comments, information, and other materials (collectively, "Feedback") to TicketMine.ai and share such Feedback with other users, or the public. By submitting Feedback through the Websites, you grant TicketMine.ai a license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display that Feedback for any purpose (including in testimonials or other TicketMine.ai marketing materials and where required to do so by law or in good faith to comply with legal process). We reserve the right to remove any Feedback posted in public forums for any reason at our sole discretion.

5.3 User Content and Feedback Representations: You acknowledge and agree that you have all required rights to submit User Content and Feedback without violation of any third-party rights. You understand that TicketMine.ai does not control, and is not responsible for, User Content or Feedback, and that by using the Service and/or Websites, you may be exposed to User Content or Feedback from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. You agree that you will indemnify, defend, and hold harmless TicketMine.ai for all claims resulting from User Content or Feedback you submit through the Service and/or Websites. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event you will cooperate with us in asserting any available defenses.

Section 6: License and Acceptable Use

6.1 Your License: Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service and Websites only for your own internal use (or, for Subscribers, uses authorized by the Customer), and only in a manner that complies with all legal requirements that apply to you or your use of the Service and Websites, including the TicketMine.ai Privacy Policy and these Terms. TicketMine.ai may revoke this license at any time, in its sole discretion.

6.2 Acceptable Use: All Users must comply with the following rules regarding acceptable use of the Service and Websites.

Disruption of the Service: You may not:

• access, tamper with, or use non-public areas of the Service and Websites, TicketMine.ai's computer systems, or the technical delivery systems of TicketMine.ai's providers;
• probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measure;
• access or search the Service and Websites by any means other than TicketMine.ai's publicly supported interfaces (for example, "scraping");
• attempt to disrupt or overwhelm our infrastructure by intentionally imposing unreasonable requests or burdens on our resources (e.g. using "bots" or other automated systems to send requests to our servers at a rate beyond what could be sent by a human user during the same period of time); or
• interfere with or disrupt the access of any user, host or network, including, without limitation, by sending a virus, overloading, flooding, spamming, mail-bombing the Service and Websites, or by scripting the creation of User Content in such a manner as to interfere with or create an undue burden on the Service and Websites.

Misuse of the Service and Websites: You may not utilize the Service and Websites to carry out, promote or support:

• any unlawful or fraudulent activities;
• the impersonation of another person or entity or the misrepresentation of an affiliation with a person or entity in a manner that does or is intended to mislead, confuse, or deceive others;
• activities that are defamatory, libelous or threatening, constitute hate speech, harassment, or stalking;
• the publishing or posting of other people's private or personal information without their express authorization and permission;
• the sending of unsolicited communications, promotions advertisements, or spam;
• the publishing of or linking to malicious content intended to damage or disrupt another user's browser or computer; or
• the promotion or advertisement of products or services other than your own without appropriate authorization.

Section 7: Privacy

For information about how we collect, use, and share the data we collect from and about you, please see our Privacy Policy which is incorporated by reference into these Terms.

Section 8: Warranties, Disclaimers and Limitation of Liability

THE SERVICE AND WEBSITES AND USER CONTENT, WHETHER PROVIDED BY TicketMine.ai, ITS LICENSORS, ITS VENDORS OR ITS USERS, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THE SERVICE AND WEBSITES ARE PROVIDED "AS IS" WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES, REPRESENTATIONS, CONDITIONS OR GUARANTEES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW.

IN NO EVENT SHALL TicketMine.ai OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICE AND WEBSITES, WHETHER OR NOT TicketMine.ai HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE.

IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE SERVICE OR WEBSITES TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE, $100.

Section 9: Indemnity

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD TicketMine.ai AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, CONTRACTORS, OR REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING), HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES AND DISBURSEMENTS, MADE BY ANY THIRD PARTY IN CONNECTION WITH OR ARISING OUT OF YOUR USE OF THE SERVICE AND WEBSITES, YOUR CONNECTION TO THE SERVICE AND WEBSITES, YOUR VIOLATION OF THE TERMS OR TicketMine.ai'S PRIVACY POLICY, YOUR VIOLATION OF AN APPLICABLE LAW, YOUR SUBMISSION, POSTING, OR TRANSMISSION OF USER CONTENT TO THE SERVICE AND WEBSITES, AND/OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER INDIVIDUAL OR ENTITY.

Section 10: Mandatory Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

10.1 Application: You and TicketMine.ai agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This section governs any and all disputes between us including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory.

10.2 Initial Dispute Resolution: Most disputes can be resolved without resort to arbitration. If you have any dispute with us, you agree that before taking any formal action, you will contact us at hello@ticketmine.ai and provide a brief, written description of the dispute and your contact information. The parties agree to use their best efforts to settle any dispute through consultation and good faith negotiations.

10.3 Binding Arbitration: If the parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. All claims shall be finally settled by binding arbitration administered by JAMS under their Comprehensive Arbitration Rules & Procedures.

10.4 Class Action Waiver: The parties agree that the arbitration shall be conducted in the party's respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND TicketMine.ai AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY.

10.5 30-Day Right to Opt Out: You have the right to opt out and not be bound by the arbitration and class action waiver provisions by sending written notice of your decision to opt out to hello@ticketmine.ai with the subject line, "ARBITRATION AND CLASS ACTION WAIVER OPT-OUT." The notice must be sent within 30 days of your first use of the Service.

Section 11: Controlling Law

These Terms shall be construed in accordance with and governed by the laws of California. Any dispute arising out of these terms shall be conducted in the state or federal courts of San Francisco County, California.

Section 12: General Terms

12.1 Force Majeure: Under no circumstances shall TicketMine.ai be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.

12.2 Entire Agreement: These Terms constitute the entire agreement between you and TicketMine.ai and govern your use of the Service and Websites, and supersede any prior agreements between you and TicketMine.ai on the subject matter.

12.3 Statute of Limitations: Any claim or cause of action arising out of or related to the use of the Service and Websites and/or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

12.4 Notices: We may deliver notice to you by e-mail, posting a notice on the Service and Websites or any other method we choose. If you give notice to us, you must use the following email address: hello@ticketmine.ai

Section 13: Questions

If you have any questions about these Terms, please contact us at hello@ticketmine.ai