When this Agreement mentions “Stagerunner,” “we,” “us,” and “our,” it refers to Stagerunner, LLC, located at 740 S Ridgeley Drive, #102, Los Angeles, CA 90036
PLEASE READ: THESE TERMS CONTAIN A MANDATORY ARBITRATION CLAUSE AND A CLASS ACTION WAIVER.THEY AFFECT YOUR LEGAL RIGHTS BY REQUIRING ANY DISPUTE BETWEEN YOU AND STAGERUNNER, SUBJECT TO LIMITED EXCEPTIONS, TO BE RESOLVED BY FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND REQUIRING YOU TO FORGO JURY TRIALS, CLASS OR COLLECTIVE ACTIONS OR PROCEEDINGS, AND ALL OTHER TYPES OF COURT PROCEEDINGS OF ANY KIND. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT FOLLOWING THE OPT-OUT PROCEDURES IN SECTION 4 BELOW, YOU WILL BE BOUND BY THIS ARBITRATION AGREEMENT. BY ENTERING THIS AGREEMENT, YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND EXPRESSLY AGREE TO THE MANDATORY ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.
We provide a Platform to help Users connect with each other to book Stages but do not endorse any specific Stage Users, Stage Owners or Stages registered with or offered through the Platform. Any designations or information provided through the Platform are based on the information we have available to us which may be provided by other users or third parties and which may be inaccurate or out of date and do not constitute endorsement. Each User is independent, and Stage Owners are independent contractors, unaffiliated with Stagerunner, that are solely responsible for the character, quality, utility and provision of any Stage they provide or do not provide to a User.
These Stagerunner Terms and Conditions (“Agreement”) are a contract between Stagerunner and any person or entity using the Stagerunner website or Platform (“User” or “you”). This Agreement describes the terms and conditions that apply to use of the Stagerunner marketplace to list Stages or other services through our website or apps.
If you have questions about this Agreement, please contact us. Your use of the Platform or Services constitutes your ongoing acceptance of this Agreement, as amended.
Section 1: General Terms
Platform Services. Stagerunner is a marketplace provider that offers several different services (“Services”) to its users. Stagerunner connects Stage Users and Stage Owners through the Stagerunner platform (“Platform”) which is the online marketplace that allows Stage Owners to list their Stages to Stage Users. We are continuously improving the Platform for all users and reserve the right to make changes in our discretion. Changes we make to the Platform, including discontinuing certain features, affect all users and we try to minimize disruption to users. However, these changes may affect users differently. We are not responsible if any specific changes we make to the Platform adversely affect how you use them.
User Responsibility.Stagerunner is not an owner or operator of Stages. Stagerunner’s responsibility is limited to listing Stages on the Platform. PLEASE NOTE THAT THE SERVICES ARE INTENDED TO BE USED SOLELY TO FACILITATE CONNECTIONS BETWEEN STAGE OWNERS AND STAGE USERS. STAGERUNNER SHALL HAVE NO RESPONSIBILITY OR ANY LIABILITY TO YOU OR OTHERS FOR THE INFORMATION OR CONTENT CONTAINED IN ANY LISTINGS AND/OR THE CONDITION, LEGALITY, SAFETY, OR SUITABILITY OF ANY BOOKINGS OR STAGES. ACCORDINGLY, ANY BOOKINGS WILL BE MADE OR ACCEPTED AT A USER’S SOLE DISCRETION AND OWN RISK. AMONG OTHER THINGS, STAGE OWNERS MUST SATISFY THEMSELVES WITH ANY STAGE USER(S) AND THEIR CREDENTIALS, AND USERS MUST SATISFY THEMSELVES WITH STAGE OWNERS AND THE STAGE OWNERS’ STAGES.
Stage Owner Services. Stage Owners may use our Platform to offer a specific sound stage (a “Stage”) and any related services to a Stage User to use for a specific time and purpose (a “Project”). The details of each Stage, including its availability, booking price, additional fees, rules, and other terms are provided in a “Listing.” Please note, Stagerunner does not own, lease, or control the Stages listed, and does not make decisions surrounding whether to accept a booking. Stage Owners are solely responsible for their Stages, Listings and bookings.
1.2 Using Our Services
Eligibility. You must be at least the legal age of majority in your jurisdiction of residence, and able to enter into legally binding contracts in order to access and use the Platform, create an account, or utilize any of the Services. By using the Platform and our Services, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Platform.
Third Party Services and Content. Our Platform is made available to you in connection with the offering of third party services that Stagerunner does not control. Stagerunner does not endorse any such third party services and in no event shall Stagerunner be liable or responsible for any third party services or third party services providers (like Stage Owners and Stage Users).
Planning a Project. Our Platform allows Users to connect to locate Stages for Projects. Stage Owners control the availability, quality, and terms of their Listings. It is a Users responsibility to evaluate each other User with whom you choose to contract, communicate, or otherwise interact. Stagerunner is not responsible for booking the Stage, payment of Stage fees or the quality of Stages offered. We do not make any representations or warranties as to the conduct of Users or their interactions with any current or future Users, or assume any responsibility for the confirmation of any user’s identity.
Bookings. When Stage Owners and Stage Users enter into bookings with one another (e.g. when a Stage Owner and Stage User sign an agreement relating to the lease or license of a Stage), they enter into a contract directly with one another. Any agreement you enter into with another User is between you and the applicable party. Stagerunner is not a party to any such contract and does not represent or warrant the performance by any party to such agreement. You understand and agree that Stagerunner is not acting as an agent for any User.
Communication With Stagerunner. You agree that Stagerunner may contact you by telephone, text messages or SMS (including by an automatic telephone dialing system), through electronic messaging on the Platform, or via email at any of the communication methods provided by you or on your behalf in connection with your Account, including for marketing purposes, where you have opted-in to receive marketing communication. You understand that you are not required to provide consent to receive marketing communications as a condition of purchasing any goods or services, and you may opt out of those marketing communications at any time. You specifically consent to receive communications related to your Account through text messages, SMS, or other communications sent to your mobile device (“Mobile Notifications”). Standard mobile rates will apply for any Mobile Notifications you receive. You may stop receiving these Mobile Notifications at any point by responding to such messages with “STOP” or following the instructions included in a message. However, if you do so, you may miss critical messages related to your Account. We are not responsible for and disclaim all liability for all harm or losses caused by disabling Mobile Notifications. Please contact us if you experience issues when attempting to stop Mobile Notifications.
Communications With Other Users. You may use the Platform only as permitted in this Agreement. You may not use the Platform to send messages that are unwanted or unrelated to booking a Listing through the Platform, harass or attempt to market other services to users, or to solicit and/or send spam. We are not responsible for, and disclaim all liability resulting from, any losses or harm to you resulting from sharing personal or sensitive data with other users, or communicating or engaging with Users.
Contractual Disputes Between Users.We are not responsible to you or any third party for providing, or for the condition or nature of, any Stage or for the payment of any fees for licensing a Stage. Stage Owners and Stage Users are independent third-parties and are not affiliated, controlled by, or employed by Stagerunner. Stage Owners set their own prices, use their own facilities and resources, and may apply conditions of use to Stages as they feel is appropriate for their business. Stage Owners and Stage Users are solely responsible for their interactions with each other, and any other parties with whom they interact.
Registration. Before a Stage Owner may use the Platform or Services, it must create an account with Stagerunner (“Account”) and provide us with information about yourself and your company, if applicable. If you are registering on behalf of a legal entity, you represent and warrant that you have the authority to legally bind that entity and grant all rights, permissions, and licenses contained in this Agreement or any other applicable terms, in your jurisdiction of residence. Misrepresenting your affiliation or association with an entity may result in immediate termination of your Account, ineligibility to participate in any of our Services, monetary damages, and reporting to the appropriate legal authority.
Account Security. You will be required to provide an email address and password to keep your Account secure (“Credentials”) and agree to keep your Credentials private and secure. You are responsible for any actions associated with your Account whether or not authorized. You are solely responsible for the actions or communications of your employees, representatives, hires, or agents (“Agents”). We are not responsible for and disclaim all liability for use of your Account by your Agents. You may not assign or transfer your Account to another party without our prior written consent.
Account Updates. We may ask that you update your Account or provide additional or different information at any time. This includes requiring additional details about Stages. You are required to update all Account information necessary to maintain compliance with this Agreement, including but not limited to maintaining proper contact information. We may retain Content and continue to display and use any public Content (including comments or reviews of Stages) after your Account is terminated. Termination of your Account does not terminate any contractual arrangements you have with third parties, including any obligations to government entities for tax purposes.
Account Termination By Us. Subject to applicable law, we may suspend your Account or terminate this Agreement and your Account at any time and based on our sole discretion without limitation. We are likely to terminate your account if (i) we believe that use of your Account poses a risk to Stagerunner, you, other users, or third parties; (ii) there is evidence of actual or potential fraud by you or on your behalf; (iii) you fail to respond to communications from us or other users; or (iv) you fail to comply with this Agreement.
Survival. Upon termination of this Agreement or any agreement between you and Stagerunner, the clauses of this Agreement that reasonably should survive termination will remain in effect.
Fees and Taxes
Fees and Payments. Stagerunner charges services fees to Stage Owners in exchange for use of the Platform Services or other services (collectively “Service Fees”).Subject to applicable law, you acknowledge and accept that, as between you and Stagerunner, Stagerunner may revise charges for any services obtained through use of the Platform at any time in Stagerunner’s sole discretion. Stagerunner will make reasonable efforts to inform you of the charges incurred through your use of the Platform Services, but you shall be responsible for all charges incurred under your Account regardless of your awareness of such charges. Stagerunner reserves the right to otherwise collect payment from you and pursue any remedies available to Stagerunner in circumstances in which you are deemed liable or owing for any unpaid fees, damages, Fines or other sums for which you are responsible, as reasonably assessed and determined by Stagerunner and in accordance with this Agreement, the applicable policy set by Stagerunner.
Stage Owner Charges and Additional Fees. Each Stage User is responsible for paying any amounts owed to a Stage Owner for use of the Stage.Stagerunner is not responsible nor does it guaranty performance by any Stage User.
Taxes. As a Stage Owner you are solely responsible for payment of all taxes, levies, penalties, and other costs imposed by any taxing authority or government agency related to Listing or booking, including any sales or occupancy tax, indirect taxes such as valued added tax (VAT), or goods and services tax (GST), usage or permitting fees, duties, and other taxes imposed by municipalities, states, provinces, territories, or governments through regulation, ordinance, law, or judicial or regulatory interpretation (collectively “Taxes”). You are responsible for all Taxes owed for booking or Listing a Stage. You understand and agree that Stagerunner does not provide you with any advice or guidance of any kind or nature regarding Taxes and that you have been advised to consult with your tax advisor for any required advice or guidance regarding Taxes.
Payment. Each Stage Owner will timely and fully pay any Service Fees, Taxes or other amounts you owe under this Agreement. If you owe amounts and we are unable to receive payment through the Platform for any reason, then we may require that you pay through other means (such as direct debit, wire transfer, or cashiers’ check). We may set-off any amounts owed to us through collection of funds that would otherwise be payable to you through the Platform. You are responsible for any costs or expenses associated with our recovering of Fees, Taxes, or Fines owed, including our legal fees or expenses. In our discretion, any late payments of more than 7 days may incur a late charge of up to ten percent (10%) and accumulate interest of twenty-five percent (25%) per annum until delinquency is resolved, or where such amounts are in contravention of local laws, the upper limit of interest that can be reasonably charged on late payments. We may use any legal means available to us to collect delinquent payments, including collections agencies or court filings.
Section 2: Platform and Service
2.1 Using the Platform
You are responsible for making all arrangements necessary for you to have access to the Platform and for ensuring that all persons who access the Platform through your Internet connection are aware of and abide by all applicable terms, including this Agreement. Stagerunner may require additional conditions or requirements to access and use the Platform, or specific areas or features of the Platform, at any time where reasonably necessary. Access to or use of certain features of the Platform may be subject to additional policies or guidelines or may require you to accept additional terms and conditions. In the Project of a conflict between the Agreement and the additional terms and conditions for a specific area of the Platform, the latter terms and conditions will take precedence with respect to that specific area of the Platform, unless otherwise specified.
2.2 Ownership, License, and Restrictions
Stagerunner’s Intellectual Property. Stagerunner owns all rights, titles, and interests in the Platform and Services, and all intellectual property embodied or contained in them (individually and collectively, “IP”). IP includes all registered or potential patents, copyrights, trademarks, trade secrets, and other proprietary rights. Through your Account, we grant you a limited, temporary, revocable, non-transferable, non-exclusive license to use the Platform and Service for the purposes described in this Agreement and only as provided to you through the Platform. This license does not constitute a transfer of ownership or grant you any additional rights to use the IP. You may not register, claim ownership in, or sublicense the Platform, Services, or IP; use the Platform, Service, or IP in violation of this Agreement or any applicable federal, state, provincial, territorial, local, and other governmental laws, regulations, ordinances, codes, rules, court orders, and all recorded and unrecorded private contracts, restrictions, covenants and other agreements (collectively, “Laws”); or reverse engineer or copy all or any portion of the Platform, Service, or IP (except as expressly permitted). Subject to applicable law, we may suspend or close your Account and pursue legal action against you if we believe or determine that your use of the Platform, Service, or IP exceeds the scope of this grant; or that you are attempting to hack or disrupt the use of the Platform, Service, or IP by others; or that you are otherwise interfering with the normal operation of the Platform or Service.
Use of Stagerunner’s IP. We may provide you logos or other digital media (“Logos”) to help you advertise your Stage to potential Users. Where provided, you agree to use Logos only to advertise your Stage. You may not use any Logos, the Platform, or the Service for any unlawful or competitive use or in a manner that harms or tarnishes the Stagerunner brand or reputation; and you are prohibited from modifying or using Logos in any manner that is inconsistent with our authorization or guidelines. We may terminate your right to use any Logos at our discretion upon notice to you in which Project you shall cease using any such Logos.
2.3 Prohibited Uses
You may use the Platform and Services only for lawful purposes and in accordance with this Agreement.
You agree not to use our Platform and Services: (a) In any way that violates any applicable federal, state, provincial, territorial local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries); (b) For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise; (c) To send, knowingly receive, upload, download, use or re-use any material which does not comply with the standards for content outlined in this Agreement; (d) To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation; (e) To impersonate or attempt to impersonate Stagerunner, a Stagerunner employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing); (f) To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Platform, or which, as determined by us, may harm Stagerunner or users of our Platform or Services, or expose them to liability; or (g) To harvest, collect or store any information (including personal information) of another user or use any such information found on the Platform or Services without the express consent of such users.
Additionally, you agree not to: (a) Use our Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Services, including their ability to engage in real time activities through the Services; (b) Use any robot, spider or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of the material on the Platform; (c) Use any manual process to monitor or copy any of the material on the Platform, or for any other unauthorized purpose without our prior written consent; (d) Use any device, software or routine that interferes with the proper working of our Services; (e) Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful; (f) Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of our Platform or Services or any server, computer or database used to provide our Services; (g) Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack; (h) Act in a manner that is damaging to Stagerunner’s reputation and/or goodwill; (i) Scan, probe, test the vulnerability of the Platform or any network connected to the Platform; (j) Directly or indirectly, reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from Stagerunner; (k) Directly or indirectly conduct, promote, or facilitate business in countries and/or with nationals or members of governments that are subject to embargoes or trade sanctions; (l) Export items, Content, or materials to prohibited parties or countries, as identified in applicable export and import regulations; or (m) Otherwise attempt to interfere with the proper working of the Services.
2.4 Content on the Platform
Posting Content. When creating or using the Platform and Services, you may be asked to or may voluntarily provide information about yourself, a Stage, comments, or other information including text, images, or videos (collectively, “Content”). You represent and warrant that you are authorized to provide Content to the Platform and that any Content you provide does not violate the proprietary or privacy rights of a third party. You may not provide any Content that is copyrighted by third parties without their express permission. You grant Stagerunner a fully-paid, worldwide, non-exclusive, perpetual license to use, copy, transmit, distribute, modify, publicly display, and sublicense any Content you provide to us. This grant includes our ability to use any Content for both internal use (such as analysis to improve the Platform or Services) or external use (such as in marketing or online advertising). If you cannot provide us the above license grant then you may not provide Content to us. You agree to indemnify, defend and hold us harmless for any damages or losses based on third-party claims that Content violates proprietary or privacy rights. By submitting or posting Content, you also agree to waive any moral rights in and to such Content.
Accuracy of Content. You will only provide Content to us that you own or have authorization to provide, and ensure that Content is accurate and complete. You must keep any Content current. We reserve the right, but shall not be obligated, to use public and private data sources to validate the accuracy of any Content. This may include validating your identity or business information, or verifying information about Stages. You will provide us with any additional information to verify the accuracy or completeness of any Content that you provide and we may condition your use of the Platform or Service on our ability to verify the accuracy and completeness of this Content.
Prohibited Content. You may never post any Content that (i) is defamatory, obscene, profane, or pornographic; (ii) is abusive, harassing, or disrespectful of other users; (iii) violates applicable Laws, including those prohibiting discrimination, false advertising, privacy, or unlawful marketing; (iv) is intended to deceive or mislead, is false or inaccurate, or misrepresents the nature or condition of a Stage; (v) contains marketing or promotional content unrelated to the details of a Stage; or (vi) includes sensitive personal information, including payment, contact information, or personal account details. You will not knowingly or negligently provide any Content that contains viruses, Trojan horses, and other harmful content (collectively, “Viruses”). While we attempt to identify any Viruses, we are not liable for and disclaim all responsibility for ensuring that Content is free from Viruses.
2.5 Copyright and Takedown Notices
If you believe that any Content posted violates your copyright, is fraudulent, contains scams or harassment, please notify us at [email protected]. This notice should identify the specific Content and provide us with evidence of your ownership of the copyright, the authorization to enforce the rights of the copyright owner, or contain a certified takedown notice. We will internally review alleged violations but may not send you a response each time notifying you of the results of our review. Any information you provide to us may be shared with other users, third parties, or law enforcement to help assess the claim of infringement or remove infringing content. We will remove any content we determine to be infringing consistent with our obligations under the corresponding copyright legislation of the country where the content originated from.
We appreciate any ideas, suggestions, or feedback you voluntarily provide to help us improve the Platform or Services (“Feedback”). Any Feedback you provide us is ours to use, register, modify, monetize, and otherwise use. You grant us all title and interest in any Feedback you provide to us and, if necessary, agree to assist us in establishing our ownership. You acknowledge that you will not receive any compensation for providing us Feedback.
Section 3: Stagerunner Services
3.1 Terms Applicable To Stage Owners
Listings. When you make a Stage available for bookings (“List” a Stage) as a Stage Owner, you must provide all required details about the Stage including a description, how it may be used, the cost of a booking, availability, a list of any facilities, current pictures, rules, and other details about its potential uses and condition (collectively, “Description”). This includes details regarding use of any amenities, furniture, equipment or fixtures that are part of or in the Stage. The Description must be accurate and give potential Stage Users a reasonably accurate understanding of how they may use the Stage for their Project, including the disclosure of any deficiencies, restrictions, or applicable policies.
Permission to List And Book Stages. You represent and warrant that you are permitted under applicable Laws to List and confirm a booking of any Stages provided, that Stages comply with applicable Laws, and that you will reasonably facilitate and not obstruct the use of a Stage as Booked by a Stage User. Stage Owners acknowledge and agree that they may not List or confirm a booking for any Stages that they do not own or for which they do not otherwise have express permission to List. Stage Owners represent and warrant that they are authorized (e.g., by the owner of any applicable Stage) to enter into the Agreement and participate in all requirements for the Listing, booking, or other terms pertaining to Stage Owners. In addition, you represent and warrant that any Listing you post, any booking of a Stage, or a Stage User’s use of a Stage will not breach any agreements you have entered into with any third parties, including but not limited to, lease agreements, homeowners associations, condominium associations, facilities managers, property managers, or other agreements, and will comply with all applicable laws, rules, regulations, restrictions (including having permits, licenses, and/or registrations), or other terms placed on the Stage or use of the Stage.
Booking Price. You are solely responsible for setting the booking Price.
Using Stage Owner Services. Each Stage User is responsible for evaluating the description, costs, restrictions, and applicable terms for any Stage provided by the Stage Owner in connection with a booking. Stage Users are responsible for identifying and complying with all laws, rules, regulations, and restrictions applicable to their use of any Stage. Subject to applicable law, we are not responsible for and disclaim all responsibility for and liability resulting from Stage Owners’ actions or failure to act, for the nature or quality of any services, and for any loss or injury you or others sustain arising out of or related to a Stage or the Project.
You shall acquire and maintain all insurance as required by Law and suitable for you or your business. You are solely responsible for understanding and evaluating what insurance is appropriate to cover damage, loss, injury, legal liability, and other harm specific to you, your business, your attendees, third parties, the Stage (including personal property within), and deciding what type of coverage, limits and providers are appropriate for you.
Section 4: Disputes, and Binding Arbitration
ANY DISPUTE RELATING IN ANY WAY TO YOUR USE OF THE SITE, THE SERVICES, THESE SITE TERMS AND CONDITIONS, INCLUDING THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION, OR VALIDITY THEREOF, OR THE RELATIONSHIP BETWEEN THE PARTIES (OTHER THAN CLAIMS RELATING TO THE INTELLECTUAL PROPERTY RIGHTS OF STAGERUNNER OR OUR PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS OR LICENSORS OR CLAIMS IN EQUITY) (COLLECTIVELY, “DISPUTES”) SHALL BE SUBMITTED TO CONFIDENTIAL ARBITRATION.ARBITRATION MEANS THAT AN ARBITRATOR(S) WILL DECIDE THE CLAIM, AND YOU WILL NOT HAVE THE RIGHT TO SUE IN COURT OR TO HAVE A JUDGE OR JURY DECIDE YOUR CLAIM. YOUR RIGHTS TO PREHEARING EXCHANGE OF INFORMATION AND APPEALS MAY ALSO BE LIMITED IN ARBITRATION.
You and Stagerunner agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether this Agreement are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
Notwithstanding the foregoing, you and Stagerunner each retain the right to seek injunctive or other appropriate relief in any court of competent jurisdiction to the extent to prevent the actual or threatened violation of a party’s intellectual property rights or the intellectual property rights of our affiliates, partners or licensors or otherwise have a cause of action in equity. You and Stagerunner each consent to jurisdiction and venue in any such court for such purposes.
Class Action Waiver
You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually, and (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
If any court or arbitrator determines that the class action waiver set forth in this Section is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the entirety of the Arbitration Agreement shall be deemed null and void in its entirety, and the parties shall be deemed to have not agreed to arbitrate disputes on a class basis.
You can choose to reject this Arbitration Agreement by sending us a written opt-out notice (“Opt-Out Notice”) within 30 days following the date you first agree to this Agreement, by email at [email protected] or by mail at Jason Fisher 740 S Ridgeley Drive #102, Los Agneles, CA 90036. If mailed, the Opt-Out Notice must be post-marked no later than 30 days following the date you first agree to this Agreement. To be effective, the Opt-Out Notice must contain your name, address, and signature. If you opt-out of the Arbitration Agreement, all other parts of the Terms and Conditions will continue to apply to you.Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may enter with Stagerunner.
Section 5: Additional Legal Terms
SUBJECT TO APPLICABLE LAW, WE ARE NOT RESPONSIBLE TO YOU OR ANY THIRD PARTY FOR PROVISION, OR FOR THE CONDITION OR NATURE, OF ANY STAGE. STAGE OWNERS AND STAGE USERS ARE INDEPENDENT THIRD-PARTIES AND ARE NOT AFFILIATED, CONTROLLED BY, OR EMPLOYED BY STAGERUNNER. STAGE OWNERS AND STAGE USERS SET THEIR OWN PRICES, USE THEIR OWN FACILITIES AND RESOURCES, AND MAY CONDITION USE OF STAGES OR SERVICES AS THEY FEEL IS APPROPRIATE FOR THEIR BUSINESS.
SUBJECT TO APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT USE OF THE PLATFORM AND SERVICES ARE AT YOUR OWN RISK. STAGERUNNER IS NOT RESPONSIBLE FOR PERFORMING BACKGROUND CHECKS ON STAGE OWNERS OR STAGE USERS (INCLUDING CRIMINAL OR CIVIL CHECKS); DOES NOT REVIEW THE CONDITION OF STAGES OR ENSURE THAT THEY COMPLY WITH EXISTING LAW, MEET ANY SPECIFIC REQUIREMENTS, OR ARE CONSISTENT WITH THEIR DESCRIPTION; AND DOES NOT GUARANTEE PERFORMANCE OF ANY USER OR THIRD PARTY. ANY INFORMATION PROVIDED TO YOU REGARDING USERS, STAGES, OR SERVICES IS ONLY PROVIDED TO FACILITATE YOUR USE OF THE PLATFORM AND IS PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY. SUBJECT TO APPLICABLE LAW, STAGERUNNER DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS AND IMPLIED, THAT ANY INFORMATION PROVIDED THROUGH THE PLATFORM IS ACCURATE OR COMPLETE, OR THAT ANY STAGE OWNERS OR STAGE USER WILL BE PROVIDED TO YOU AS DESCRIBED. SUBJECT TO APPLICABLE LAW, STAGERUNNER DISCLAIMS ALL RESPONSIBILITY FOR AND LIABILITY RESULTING FROM THE NEGLIGENCE, INTENTIONAL MISCONDUCT, OR CRIMINAL ACTIVITY OF ALL USERS OR THIRD PARTIES, OR ANY INJURY OR PROPERTY DAMAGE THAT OCCURS TO YOU, THIRD PARTIES, OR PROPERTY WHILE ACCESSING OR USING STAGES OR OTHER SERVICES.
SUBJECT TO APPLICABLE LAW, THE PLATFORM AND SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY GUARANTEE OR WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY FOR YOUR PARTICULAR USE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, SUBJECT TO APPLICABLE LAW, WE DISCLAIM THAT THE PLATFORM OR SERVICES ARE FREE FROM ERROR OR VIRUSES; THAT THEY WILL NEVER CAUSE HARM; THAT THEY MEET OR BE SUITABLE FOR YOUR NEEDS OR REQUIREMENTS; THAT THEY ARE ALWAYS AVAILABLE; OR THAT THEY ACCURATELY REPRESENT STAGES, STAGE OWNERS, OR STAGE USERS. SUBJECT TO APPLICABLE LAW, WE EXPRESSLY DISCLAIM ANY OBLIGATION TO CORRECT ERRORS, EVEN THOSE THAT WE ARE AWARE OF, AND MAY CHOOSE TO DISCONTINUE OPERATION OF THE PLATFORM OR SERVICE, OR FEATURES OF EITHER, AT ANY TIME.
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, CONDITIONS OR REPRESENTATIONS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
5.2 LIMITATION OF LIABILITY
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY OR CERTAIN DAMAGES FOR CONSUMERS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
EXCEPT TO THE LIMITED EXTENT OF THE STAGERUNNER FEES (AS DEFINED BELOW) UNDER NO CIRCUMSTANCES OR ANY LEGAL THEORY WILL STAGERUNNER OR ITS AGENTS, DIRECTORS, SHAREHOLDERS, MEMBERS, PARTNERS, MANAGERS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, DISTRIBUTORS, VENDORS, ATTORNEYS, OR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES (WHETHER DIRECT, INDIRECT, GENERAL, COMPENSATORY, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY OR OTHERWISE), INJURY, CLAIM OR LIABILITY OF ANY KIND OR CHARACTER BASED UPON OR ARISING FROM YOUR USE OF OR INABILITY TO USE THE PLATFORM OR SERVICES, OR STAGES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IF YOU ARE DISSATISFIED WITH THE PLATFORM OR SERVICES, OR ANY CONTENT CONTAINED THEREIN, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PLATFORM AND SERVICES. AS USED HEREIN, “STAGERUNNER FEES” SHALL MEAN THE AMOUNT PAID BY A STAGE OWNER TO STAGERUNNER.
THE LIMITATION OF LIABILITY SET FORTH ABOVE APPLIES TO THE EXTENT PERMITTED BY LAW.
You will indemnify, defend, pay, and hold harmless Stagerunner and its agents, directors, shareholders, members, partners, managers, officers, employees, information providers, distributors, vendors, attorneys, or affiliates (collectively, “Stagerunner Affiliates”) harmless from and against all third-party claims, liabilities, losses, damages, and related expenses (including reasonable legal expenses) (collectively, “Claims”) arising from or related to (a) provision of your Stage (for Stage Owners) or use of Stages (for Stage Users); (b) Content you provide through the Platform; (c) your failure to comply with Laws and/or the Rules; (d) your providing of information to us that is inaccurate or incomplete, (e) your breach of any of your representations, warranties, or obligations under this Agreement, (f) any contract or other agreement between you and any other user other than through the Platform, and (g) any bodily injury (including death) or damage to tangible or real property to the extent caused by you or your Users.
The limitation of liability set forth above applies to the fullest extent permitted by law. This indemnification will survive termination of this Agreement.
5.4 Right to Amend
We may amend or modify this Agreement at any time by posting the modified Agreement on our website, sending you a copy via email, or otherwise communicating the amendment to you through the Platform. Subject to local Laws, your continued use of the Platform or Services after we amend or modify this Agreement constitutes your consent to the revised Agreement. If you do not agree to the revised Agreement, you must close your Account by contacting us.
5.5 Force Majeure; Cancellations
Stagerunner is not responsible or liable for nonperformance caused by telecommunications failures, nonperformance of vendors, fires, pandemics, epidemics, or other acts of nature, strife or acts of political discord, or other matters outside its reasonable control (each a “Force Majeure”).
5.6 No Assignment
You may not assign this Agreement or any rights granted to you, including operation or management of your Account, without our prior written consent. Any attempt to do so without our prior consent will be void. We may assign this Agreement upon notice to you as part of a sale or transfer of part or all of our business. Any permitted transfer will inure to the benefit of and bind any successors in interest.
5.7 Entire Agreement; Interpretation.
This Agreement together with any invoice, purchaser order or order form, constitutes the entire agreement between you and Stagerunner governing your use of the Platform or Services. This Agreement supersedes all prior understandings or agreements between you and Stagerunner. As between you and Stagerunner, this Agreement controls over any conflicting terms in a booking Agreement except where expressly stated otherwise and agreed upon in writing between the parties.
As used in this Agreement, “including” or similar words mean “including but not limited to”; “or” may be read as “either… or…” or “both… and…”; and “such as,” “specifically,” “for example,” or similar words identify non-exclusive lists of examples. Headings and ordering used in this Agreement are provided for your convenience and do not affect the interpretation of related provisions. Any monetary amounts described in this Agreement will be in USD and “$” will be read to mean United States Dollars.
5.8 Reformation/ Severability
Where any part of this Agreement is found to be invalid or unenforceable, it will be, to the extent permitted by applicable law, reformed or reinterpreted through force of Law as minimally required to accomplish the objectives while maintaining the original intent of such provision. If such can’t be accomplished, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
Stagerunner’s failure to enforce any right or provisions of this Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. The exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under the Agreement or otherwise permitted by Law, except as set forth in these terms.
5.10 No Third-Party Beneficiaries
This Agreement does not and is not intended to confer any rights or remedies on persons other than the parties.
You may send notices in relation to the Agreement to [email protected] To the extent permitted by applicable law, you agree that any email notice from us is considered accepted by you one day after such notice was sent and will have the same legal effect as if it were physically delivered to you.