Ticket Services Agreement 🇬🇭
Last Updated: 19 February, 2025
This Ticket Services Agreement ("Agreement” or “TSA ") is a legal and binding agreement between Tix Technology Limited, operating as “Tix” and you (“you” or “the Client”). It governs the conditions under which you engage Tix to provide services on inventory, sales, and event Ticket management. This Agreement also stipulates the terms and conditions that will govern the sale of Tickets through Tix and any other services that Tix may provide to you. This Agreement incorporates the Terms of Use, Data Privacy Policy, and Refund Policy of Tix (as amended from time to time), which can be found here.
YOU EXPRESSLY CONSENT THAT YOUR ACCESS TO AND USE OF TIX SERVICES SHALL BE GOVERNED BY THIS AGREEMENT, INCLUDING THE TERMS OF USE, REFUND POLICY AND PRIVACY POLICY (ALL AVAILABLE ON THE WEBSITE). THESE POLICIES FORM AN INTEGRAL PART OF THIS AGREEMENT, AND YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS THEREIN WHICH ARE HEREBY INCORPORATED BY REFERENCE.
1. Definitions
“Agreement” - means this Ticket Services Agreement;
“Business Days” - means any day (other than a Saturday, Sunday or public holiday declared by the Republic of Ghana) on which banks in Ghana are open for ordinary banking business;
“Chargeback” - means the reversal of a transaction or request for repayment in respect of a transaction previously settled and/or remitted that comes from the Issuing Bank, Payment Scheme or other financial institution
“Customer” - means a person who purchases a Ticket to an Event organised by the Client;
“Event” - means any event/activity organised and hosted by the Client;
“Issuing Bank” - means a financial institution that issues cards under the authority of the relevant Payment Scheme;
“Payment Scheme” - means Visa, MasterCard, Verve, American Express and any Affiliates thereof or any other card payment network (including any local schemes thereof) and/or such other schemes governing the issue and use of credit, debit, charge, purchase or any other cards or payment methods.
“Agreement” - means this Ticket Services Agreement;
“Event” - means any event/activity organised and hosted by the Client;
“Services” - means the services to be provided by Tix as described in clause 2 of this Agreement;
“Ticket” - means a voucher (whether paper-based, electronic or otherwise) that indicates that a Customer or a holder of the Ticket is entitled to admission to an Event;
“Terms of Use” - means the terms and conditions governing the use of the Website; and
“Website” - means the website for Tix, which is www.tix.africa
INTERPRETATION
In this Agreement, unless the context otherwise requires:
headings are for convenience only and do not affect the interpretation of this Agreement;
words importing the singular include the plural and vice versa;
a reference to a clause, party, or schedule is a reference to a clause, party, or schedule to this Agreement;
a reference to a Party in this Agreement or any document issued in connection with this Agreement includes that Party's successors and permitted assigns;
a reference to a document or this Agreement includes an amendment or supplement to, or replacement or novation of, that document or this Agreement but disregarding any amendment, supplement, replacement, or novation made in breach of this Agreement;
a reference to “it” in respect of a Party to this Agreement also imports the masculine and feminine genders; and
a reference to a Person shall be construed to include any individual, firm, body corporate (wherever incorporated), government, state or agency of a state or any joint venture, association, partnership, limited partnership, limited liability partnership, works council or employee representative body (in each case whether or not having separate legal personality).
2. Services Provided by Tix
Tix agrees to provide the following services to the Client:
2.1 Event Listing: Tix will list the Client’s events on its platform, ensuring public visibility for Ticket sales. The Client will submit event details, including date, location, Ticket types, and any applicable restrictions.
2.2 Ticket Order Processing: Tix will process Ticket sales on behalf of the Client, handling Customer transactions through a secure payment gateway. All payments are settled in the currency specified during the event setup, and funds are transferred to the Client every week or after the event, subject to any chargebacks or disputes.
2.3 Sales Records: Tix will provide the Client with sales histories and reports for Ticket transactions, including detailed purchaser manifests for each event.
2.4 Customer Data Access: The Client will have access to customer data for the purposes of managing Ticket sales and event logistics, provided that they comply with applicable data protection laws and the terms of this Agreement.
2.5 Support Services: Tix offers customer support for both event organisers and Ticket purchasers, assisting with any issues that may arise in connection with the listing, sale, or processing of Tickets.
2.6 Transaction Processing Fees: Tix charges a transaction processing fee on each Ticket sold through the platform, exclusive of value-added tax. This fee is automatically deducted from the gross revenue generated from Ticket sales before payouts are made to the Client’s designated account.
2.7 Changes to Fees: Tix reserves the right to adjust its fee structure. In the event of any changes, Tix will notify the Client a minimum of five (5) business days prior to the effective date of the new fee structure. If the Client continues to use the platform after the notice period, it is considered an acceptance of the updated fees.
2.8 Additional Service Fees: Additional fees may apply for supplementary services such as international/local payouts, staffing, equipment rental, or promotional campaigns. Tix will inform the Client of any such fees in advance, and the Client’s usage of these services indicates their agreement to the charges.
2.9 Cash Handling Fee: If Tix is tasked with handling cash during the Event, Tix will be entitled to retain a cash handling fee at a rate agreed upon by the Parties.
2.10 No Processing Fee Refunds: Tix will not refund any Fee charged for processing an original transaction to the Customer if the transaction is refunded or subject to a Dispute.
3. Event Restrictions
3.1 Accurate Event information: The Client must submit complete and accurate event details when listing an event on the Tix platform.
3.2 Disclosure of Restrictions: The Client is responsible for clearly stating any restrictions related to their events at the time of submission. This includes, but is not limited to, age limits, capacity restrictions, or other conditions of admission.
3.3 Compliance with Laws: The Client shall ensure that any restrictions imposed on the event are lawful and in full compliance with all applicable federal, state, and local regulations.
4. Chargebacks and Settlements
4.1 Responsibility for Chargebacks: The Issuing Bank or Payment Scheme may impose Chargebacks for certain transactions. Tix may debit or deduct the amount of any Chargeback from the Client’s balance, including reversing payments already made to the Client.
4.2 Client’s Obligation to Pay: If a Chargeback occurs after settlement, the Client is responsible for paying the amount due within thirty (30) days of being invoiced by Tix. Failure to do so may result in the termination of this Agreement.
4.3 No Investigation Obligation: Tix is not required to investigate the validity of Chargebacks imposed by the Issuing Bank or Payment Scheme.
4.4 Reserve Amount: Tix reserves the right to withhold a reserve of up to 5% of total sales for up to ninety (90) days after the event to settle chargebacks.
5. Refunds and Cancellations
5.1 Client Responsibility: The Client is responsible for issuing any refunds or exchanges directly to customers, including refunds related to event cancellations or postponements.
5.2 Cancellation Notification: The Client must notify Tix of any event cancellations at least five (5) Business Days before the scheduled event. Failure to do so may result in penalties or removal from the platform.
6. Client Indemnification
6.1 Indemnity: The Client agrees to indemnify and hold Tix harmless against all claims, damages, losses, penalties, judgments, or fees arising from:
The Client’s breach of any representation or warranty made in this Agreement.
The negligent or intentional acts or omissions of the Client, their customers, agents, employees, or contractors.
Any inaccurate, misleading, or unlawful event information provided by the Client, except where such claims result from Tix's unauthorized actions or negligence.
Breach of personal data shared with the Client.
Cancellation of any Events
7. Advance Ticket Sales
7.1 Subject to the Client complying with the necessary criteria as may be determined by Tix on a case-by-case basis, the Client may qualify to sell Tickets in advance of the Event at no cost to the Customers (“Advance Ticket Sales”).
7.2 In subscribing to this option, the Client hereby acknowledges, agrees and grants Tix the right to be the exclusive Ticketing partner of the Event(s).
7.3 Tix reserves the right to charge interest on the total number of Advance Ticket Sales made, and the Client agrees to pay that this shall be done within thirty (30) days following the completion of the Event.
7.4 Notwithstanding the provisions of clause 7.3 above, Tix shall be entitled to deduct all applicable fees, charges and expenses from Tickets sold made in connection with providing Advanced Ticket Sales to Customers of the Client
7.5 Following the settlement of all outstanding fees, charges and expenses, Tix shall pay out the funds realised from the Event to the Client within thirty (30) days from the completion of the Event.
8. Limitation of Liability
8.1 Exclusion of Liability: Tix is not a party to any transactions or disputes between the Client and its customers. Tix excludes any liability for fraudulent transactions by customers, operational disruptions, or external factors beyond its control.
8.2 Excluded Damages: Tix will not be liable for any direct, indirect, incidental, consequential, or exemplary damages, including but not limited to:
Loss of anticipated profits, sales, revenue, or data.
Business interruption or operational failure.
Any third-party theft, destruction, or unauthorized access to the Client’s data or equipment.
8.3 Sole Remedy: The Client’s sole remedy for dissatisfaction with the platform is to discontinue use of the Website.
9. Platform Use and Disclaimer of Warranties
9.1 Use of Platform: The Client agrees to use the Tix platform solely for legitimate event management and Ticket sales and not for any unlawful, harmful, or unethical purposes.
9.2 Disclaimer of Warranties: Tix provides its platform and services on an “as-is” and “as-available” basis without warranties of any kind. Tix does not guarantee the accuracy, reliability, or completeness of any information on the Website and disclaims responsibility for any technical issues, security breaches, or errors.
10. Confidentiality and Non-Disclosure
10.1 Confidentiality Obligations: The Client acknowledges that Tix shares confidential and proprietary information, such as customer data, sales records, and business strategies, in the course of providing services. The Client agrees not to disclose, sell, or distribute any Confidential Information to third parties without Tix’s prior written consent.
10.2 Permitted Disclosures: Confidential Information may only be disclosed to legal advisers or required authorities, provided Client gives Tix prior notice before such disclosure.
10.3 Survival of Obligation: The confidentiality obligations under this section will survive the termination of this Agreement.
11. Representations and Warranties
The Client represents and warrants the following:
11.1 Legal Authority: The Client has the legal authority to enter into this Agreement, is at least 18 years old, and has full authority to organize, promote, and manage the events listed on the platform.
11.2 Event Ownership: The Client is the legitimate owner, producer, or authorized representative of the events listed on the Tix platform and has the right to offer, sell, and honor the Tickets sold.
11.3 Compliance with Laws: The Client’s events and activities comply with all applicable federal, state, and local laws, including regulations regarding Ticket sales, event safety, and consumer protections.
11.4 Content Standards: All content provided by the Client for event listings, including text, images, and media, is original, lawful, and does not infringe any intellectual property rights. The Client guarantees that the content does not contain objectionable material or violate the rights of third parties.
11.5 Acceptable Use: The Client agrees to use the Tix platform solely for lawful purposes related to Ticket sales and event management. Any misuse or violation of these terms may result in suspension or termination of services.
12. Termination and Remedies
12.1 Immediate Termination: Tix reserves the right to immediately suspend or terminate services if the Client engages in fraudulent activities, violates laws, or breaches confidentiality obligations.
12.2 Legal Remedies: Tix reserves the right to pursue legal remedies for any damages or losses resulting from the Client’s breach of this Agreement, including seeking indemnification and reporting unlawful activities to authorities.
13. Miscellaneous Provisions
13.1 Entire Agreement: This Agreement constitutes the entire understanding between the parties regarding the subject matter and supersedes all prior discussions, agreements, and representations.
13.2 Amendments: Tix may, at its discretion, amend, supplement or vary the terms of this Agreement and impose additional conditions on the provision or use of the Services. We shall provide notice of any modifications or variations through the Dashboard, on the Website, via email or through other reasonable means of communication.
13.3 Waiver: No failure to exercise and no delay in exercising on the part of Tix, any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies otherwise provided by law
13.4 Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remainder of the Agreement will remain in effect.
13.5 Assignment: The Client shall not either voluntarily, by operation of law, or otherwise assign any of its rights or delegate any of its duties, hypothecate, give, transfer, mortgage, sublet, license, or otherwise transfer or encumber all or part of its rights, duties, or other interests in this agreement or the proceeds thereof without the written consent of Tix.
13.6 Communication: Any notice or other communication or correspondence between the Parties under this Agreement may be delivered personally or sent by prepaid post or courier or by facsimile transmission or by electronic mail to the accepted email addresses of the Parties.
13.7 Independent Contractor: The Parties acknowledge and agree that Tix shall act as independent contractor, and not as a partner or agent of the Client, in providing the Services detailed in this Agreement. The Client shall not use the logo, branding or any other intellectual property of Tix without the prior written consent of Tix. For the avoidance of doubt, nothing in this Agreement shall be construed as creating any agency, partnership or employment relationship between the Parties.
14. Governing Law
14.1 This Agreement shall be interpreted and governed by the laws currently in force in the Republic of Ghana.
14.2 We shall make an effort to settle all disputes amicably. However, any dispute which cannot be settled in accordance with Clause 14.2 within a period of fourteen (14) days shall be settled before a Sole Arbitrator to be appointed by both of us (we and you) in accordance with the Alternate Dispute Resolution Act 2010 (Act 798) in Accra and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction.
14.3 A dispute shall be deemed to have arisen when either of us notifies the other party in writing to that effect.
14.4 In the event that we are unable to agree on a sole arbitrator within fourteen (14) Business Days after the declaration of a dispute, such sole arbitrator shall be appointed by the Chairman of the Ghana Alternative Dispute Resolution Center on the application of either of us.
14.5 This clause shall not preclude either Party from obtaining interim relief on an urgent basis from a court of competent jurisdiction.
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