Last Updated: May 10, 2024

Welcome, and thank you for your interest in Pinpoint App Inc. (“Pinpoint,” “we,” or “us”) and our website at https://getpinpoint.io// along with our related websites, and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and Pinpoint regarding your use of the Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY:

BY CLICKING “I ACCEPT,” OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING PINPOINT’S PRIVACY POLICY LOCATED AT https://peat-edge-88c.notion.site/Pinpoint-Privacy-Policy-77fb5ebafec144adad52f94ec99ca8cf  (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND PINPOINT’S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY PINPOINT AND BY YOU TO BE BOUND BY THESE TERMS.

YOU AGREE TO RECEIVE TEXTS AND OTHER ELECTRONIC MESSAGES (“ELECTRONIC MESSAGES”) SUCH AS PUSH NOTIFICATIONS AND DIRECT MESSAGES FROM OR ON BEHALF OF PINPOINT AND CREATORS AT THE PHONE NUMBER AND SOCIAL MEDIA ACCOUNTS YOU PROVIDE TO US. THESE ELECTRONIC MESSAGES WILL INCLUDE INFORMATION AND PROMOTIONAL MATERIALS ABOUT EVENTS AND/OR CREATOR CONTENT, AS WELL AS UPDATES REGARDING OUR SERVICE AND OFFERINGS. YOU UNDERSTAND AND AGREE THAT THESE ELECTRONIC MESSAGES MAY BE CONSIDERED TELEMARKETING UNDER APPLICABLE LAW, THEY MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY, AND YOUR CONSENT IS NOT A CONDITION OF ANY PURCHASE.

ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 21 (Dispute Resolution and Arbitration), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND PINPOINT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.

1. Pinpoint Service Overview. Pinpoint is an entertainment platform that provides tools for (a) event hosts (“Host(s)”), artists, and other creators (collectively with Hosts, “Creators”) to promote and sell tickets for their events (“Events”) and make their creative content (e.g., merchandise, music, podcast, and videos) available to fans (“Fans”) and (b) Fans to purchase tickets to Events (each such ticket to an Event that is purchased via the Service, a “Ticket”). As used in these Terms, “Creator” can refer to individuals or organizations and other entities. Each Fan who purchases a Ticket will be referred to as an “Attendee” and collectively all such Fans as “Attendees”. Creators (including Hosts), Fans, and Attendees are each referred to in these Terms as a “User” of the Service and, collectively, as “Users”. Pinpoint is not the Creator nor the Host of the Events listed on the Service.

2. Eligibility. You must be at least 13 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 13 years old; (b) you have not previously been suspended or removed from the Service; (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations (collectively, “Applicable Laws”); and (d) if you are under 18 years old, that you have received all necessary authorizations and permissions from your parent or legal guardian to access and use this Service and agree to these Terms. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms. Along with these representations and warranties, Hosts represent and warrant to Pinpoint that: (a) you will obtain all applicable licenses, permits, and authorizations (“Licensure”) for Events and maintain such Licensure throughout the use of the Services for all Events; and (b) you will comply with, and cause all employees, contractors, vendors, artists, performers and other participants in the Event to comply with all Applicable Laws.

3. User Accounts and Registration. To access most features of the Service, you must register for an account. Additionally, Creators with certain Service accounts may have the ability to create subaccounts pursuant to which certain of their employees, contractors, or other service providers (each, an “Authorized User”) can use the Service under the Creator’s account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, and phone number. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. You are prohibited from sharing your account information and access to the Service through your account with others; provided that if you are a Creator, you may share your account information with professional staff in charge of managing your account so long as, and solely if, such professional staff agree to be bound by these Terms. We may suspend or terminate your account if we believe you have shared your account information with a third party. If you believe that your account is no longer secure, then you should immediately notify us at [email protected].

4. Protection Against Unauthorized Use. Creators will be responsible for all uses of the Services and Offerings by Creator’s Authorized Users or otherwise pursuant to access credentials or accounts created by or for Creator. Creator will use reasonable efforts to prevent any unauthorized use of the Services and Offerings and immediately notify Pinpoint in writing of any unauthorized use that comes to Host’s attention. If there is unauthorized use by anyone who obtained access to the Services or Offerings directly or indirectly through Creator, Creator will take all steps reasonably necessary to terminate the unauthorized use. Creator will cooperate and assist with any actions taken by Pinpoint to prevent or terminate unauthorized use of the Services and Offerings.

5. Payment

   1. General Payment Terms. Creating an account is free. However, certain features of the Service may require you to pay fees. For example, Attendees will be charged the Ticket Processing Fee (defined below) for each Ticket purchased via the Service, and Creators will be charged a fee to market their creative content and Events to Fans, in the amounts displayed to such Creators via the Service. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. Unless otherwise specifically provided for in these Terms, all fees are in U.S. Dollars and are non-refundable, except as required by law. We do not control (and cannot disclose) any fees levied by your bank and/or credit card company. Please check with your bank or credit card company prior to purchasing to understand all applicable fees, credit card surcharges, and currency conversion rates.
   2. Ticket Prices.  ****Creators will be responsible for setting the face value price for each Ticket (the “Ticket Price”) via the applicable Service functionality. No later than 30 days after the date of the Event, Pinpoint, or its third-party payment processor, will pay to Creator the aggregate payments actually received from Attendees with respect to the Ticket Price only. Such payments will not include Ticket Processing Fees (defined below) or any chargebacks, refunds, or other such deductions.
   3. Ticket Processing Fee.  Pinpoint will add to the Ticket Price a fee of an additional fee of ten (10) percent of the Ticket Price plus $.99 (such fees, together, the “Ticket Processing Fee”) to be charged to each Attendee for each Ticket. Pinpoint may adjust the Ticket Processing Fee in its sole discretion. Pinpoint will retain 100% of the Ticket Processing Fee.
   4. Price. Pinpoint reserves the right to determine pricing for the Service. Pinpoint will make reasonable efforts to keep pricing information published on the Service up to date. Pinpoint may change the fees for any feature of the Service, including additional fees or charges, if Pinpoint gives you advance notice of changes before they apply. Pinpoint, at its sole discretion, may make promotional offers with different features and different pricing to any of Pinpoint’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.
   5. Authorization. You authorize Pinpoint to charge all sums for the orders that you make and any level of Service you select as described in these Terms or published by Pinpoint, including all applicable taxes, to the payment method specified in your account. If you pay any fees with a credit card, then Pinpoint may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.

6. Subscription Service. The Service may include certain subscription-based plans for Creators with automatically recurring payments for periodic charges (“Subscription Service”). The “Subscription Billing Date” is the date when you purchase your first subscription to the Service. The Subscription Service will begin on the Subscription Billing Date and continue for the subscription period that you select on your account (such period, the “Initial Subscription Period”), and will automatically renew for successive periods of the same duration as the Initial Subscription Period (the Initial Subscription Period and each such renewal period, each a “Subscription Period”) unless you cancel the Subscription Service or we terminate it. If you activate a Subscription Service, then you authorize Pinpoint or its third-party payment processors to periodically charge, on a going-forward basis and until cancellation of the Subscription Service, all accrued sums on or before the payment due date. Information on the “Subscription Fee” will be made available by Pinpoint, which may be via the Pinpoint website, the order form between you and Pinpoint that references these Terms, or through other means which provide reasonable notification to Users. Your account will be charged automatically on the Subscription Billing Date and thereafter on the renewal date of your Subscription Service for all applicable fees and taxes for the next Subscription Period. You must cancel your Subscription Service 5 days before it renews in order to avoid billing of the next periodic Subscription Fee to your account. Pinpoint or its third-party payment processor will bill the periodic Subscription Fee to the payment method associated with your account or that you otherwise provide to us. You may cancel the Subscription Service by using the features made available via the Service or contacting us at [email protected]. YOUR CANCELLATION MUST BE RECEIVED AT LEAST 5 DAYS BEFORE THE RENEWAL DATE IN ORDER TO AVOID CHARGE FOR THE NEXT SUBSCRIPTION PERIOD.

   1. Delinquent Accounts. Pinpoint may suspend or terminate access to the Service, including fee-based portions of the Service, for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees. If your payment method is no longer valid at the time a renewal Subscription Fee is due, then Pinpoint reserves the right to delete your account and any information or User Content (defined below) associated with your account without any liability to you.

7. Purchase of Tickets; Refunds

   1. Delivery. Purchased Tickets are typically sent within 24 hours of purchase to the purchasing Attendee via email to the email address provided by the Attendee to Pinpoint at the time of purchase. Additionally, purchased Tickets added to a purchasing Attendee’s account may be accessed via the Service on the Pinpoint website. Pinpoint shall not be responsible for any failures or delays in any User’s receipt of, or ability to use, any Tickets, including without limitation if caused by any Service, internet, or other technical issues.
   2. Tickets are not Transferable. Attendees may not transfer their Ticket to any person. Pinpoint is not liable to any User for honoring or refunding any Ticket when presented by another person.
   3. Refunds for Cancelled Events. If a Creator cancels an Event for an Attendee, unless otherwise set forth in these Terms or applicable Additional Terms, Pinpoint will refund the Attendee the purchase price of the Ticket minus one dollar (USD$1.00) to the original payment method used for such purchase.
   4. Refund for Non-Cancelled Events. Refund policies for each Event will be determined by the applicable Creator or Host who makes Event Tickets available for purchase via the Service. Hosts are responsible for publishing the terms related to a refund, if any, on the applicable Event page. Attendees requesting a refund should contact the applicable Creator or Host, and not Pinpoint, in accordance with the terms set forth by the Creator or Host on the applicable Event page. If you are using the Service as a Creator or Host (or one of the Authorized Users) you shall ensure that you post an accurate and up-to-date refund policy on the applicable Event page, and you must comply with all refund policies you post. Pinpoint shall, in no event, be liable under any circumstances for Hosts’ non-compliance with their stated refund policy. If no refund policy is provided, then Attendees shall not, in any circumstance, receive a refund for an Event that Attendee attends or fails to attend, regardless of the reason for non-attendance, where such Event is not cancelled by the Host.

8. Licenses

   1. Limited License. Subject to your complete and ongoing compliance with these Terms, Pinpoint grants you, solely for your personal, non-commercial use (except as expressly permitted in these Terms), a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: access and use the Service. Additionally, if you are a Creator, subject to the terms and conditions of these Terms, and any other restrictions made available by Pinpoint from time to time, Pinpoint hereby grants you, during the term of your Subscription Service, a worldwide, revocable, non-exclusive, non-transferable, royalty-free right and license to display and perform Pinpoint’s name and logo, in the forms provided by Pinpoint to Creator (the “Pinpoint Marks”) in the form and manner approved by Pinpoint in each instance, as reasonably necessary for Promoter to promote the availability of Tickets on the Services. All uses of the Pinpoint Marks as a result of these Terms, and related goodwill, will inure solely to Pinpoint, and you will obtain no goodwill as to any of the Pinpoint Marks. Pinpoint shall have the right to monitor the quality of any use of Pinpoint Marks by you and Pinpoint may take all actions it deems necessary to ensure that the use of the Pinpoint Marks is consistent with the level of quality historically associated with such Pinpoint Marks.
   2. License Restrictions. Except as expressly authorized by Pinpoint and except and solely to the extent such a restriction is impermissible under applicable law, you may not, and may not attempt to: (a) reproduce, distribute, publicly display, or publicly perform the Service and any content made available on or through the Service, including, but not limited to, Events (collectively, the “Offering”); (b) make modifications to the Offering; (c) interfere with or circumvent any feature of the Offering, including any security or access control mechanism; (d) decompile, disassemble, reverse engineer, reverse assemble, analyze or otherwise examine, or attempt to derive the source code of the Service; (e) sell, resell, license, rent, lease, timeshare, or act as a service bureau or provide subscription services for the Offering or any part thereof; or (f) make any other use of the Offering, Materials (defined below), or any other content provided by Pinpoint or its Users on or through the Service, including any data concerning other Users of the Service, except as expressly authorized by Pinpoint in these Terms. If you are prohibited under applicable law from using the Service, you may not use it.
   3. Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Pinpoint an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

9. Ownership; Proprietary Rights. The Service is owned and operated by Pinpoint. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by Pinpoint (“Materials”) are protected by intellectual property and other laws. All Materials included in the Service are the property of Pinpoint or its third-party licensors. Except as expressly authorized by Pinpoint, you may not make use of the Materials. There are no implied licenses in these Terms and Pinpoint reserves all rights to the Materials not granted expressly in these Terms.