Last updated on: March 17, 2025
Please read these SeatGeek API/SDK Terms ( "API Terms") carefully. These API Terms are between you and SeatGeek, Inc. ("SeatGeek", "we", "us") and govern your use of the SeatGeek APIs (defined below).
Understanding these API Terms is important because by accessing or using the SeatGeek APIs, including, for example, through an Application (defined below), you agree to be bound by these API Terms. If you do not agree to these API Terms, you are not authorized to access or use the SeatGeek APIs or SeatGeek Materials (defined below).
If you are accepting these API Terms on behalf of a corporate or other entity—for example, your employer—you represent and warrant to us that you have the authority to do so (and for clarity, all other references to "you" and "your" in these API Terms refer to such entity).
SeatGeek makes certain proprietary application programming interface(s), software development kit(s), and other digital interface(s) available to facilitate the creation of applications and services that can interact with SeatGeek's technology.
For purposes of these API Terms:
"Application" means (a) your website, web-based application, browser extension, plug in, or mobile application that accesses, uses, or is designed to access or use the SeatGeek APIs; and (b) if applicable, as further defined in Section 2.3.
"Developer Portal" means SeatGeek's public-facing developer portal, currently located at https://developer.seatgeek.com/login (which may be modified at any time by SeatGeek).
"Documentation" means any materials provided by SeatGeek that describe a SeatGeek API and/or provide instructions for its installation, use, support, or maintenance.
"End User" means a user of your Application.
"Laws" means laws, rules, and regulations (as amended from time to time), and, subject to Section 4.6, includes the PCI DSS Requirements (defined below).
"Personal Data" means information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular End User or their household.
"SeatGeek APIs" means, collectively, any form of machine-accessible application programming interface ("API") that SeatGeek makes available to you and that provides access to SeatGeek's services or software, including, without limitation, all associated tools, elements, components, and executables that SeatGeek makes available to you; SeatGeek's software development kits ("SDKs"); any SeatGeek sample code that enables interactions with SeatGeek's services or software; and any Documentation related to the foregoing.
"SeatGeek Entities" means SeatGeek and its affiliates.
"SeatGeek Materials" means data, information, and content that SeatGeek makes available to you and that you are expressly authorized to access under these API Terms through the SeatGeek APIs.
"SeatGeek Site" means the SeatGeek website, currently located at http://seatgeek.com/.
"SeatGeek Technology" means, collectively, the SeatGeek APIs, SeatGeek Materials, Documentation, and SeatGeek Site (including, without limitation, the Developer Portal).
SeatGeek may change these API Terms at any time. Changes will become effective when the revised API Terms are posted to this page or the Developer Portal, or when we otherwise inform you of those changes. You are responsible for reviewing those changes, and your access to the Developer Portal or use of the SeatGeek APIs following those changes means that you accept them. If you do not agree to the changes, you must stop accessing the Developer Portal and using the SeatGeek APIs.
We may update and add features to the SeatGeek APIs, and we may modify, amend, deprecate, or remove features from the SeatGeek APIs, at any time in our sole discretion and without prior notice. We typically explain how to use new or modified features in the associated Documentation and in communications about the SeatGeek APIs. We may also limit the availability of SeatGeek Technology to the people, entities, geographic areas, and/or jurisdictions we choose, and may charge, modify, or waive fees for using SeatGeek Technology; we will use commercially reasonable efforts to inform you of any such actions. You are responsible for monitoring updates to the SeatGeek APIs and must promptly, and without undue delay, develop, update, or modify your Application at your sole cost and expense to ensure that it remains compatible and functions with the current version of the SeatGeek APIs. You acknowledge and agree that failing to make such changes or modifications may result in your Application failing to work or operate as designed, and may result in suspension of your access to the SeatGeek Technology or termination of these API Terms.
We reserve the right (but are not required) to monitor and analyze your and your Application's access to, and use of, SeatGeek Technology and disclose information regarding such access and use, including, without limitation, the surrounding circumstances, to anyone for any reason or purpose. We may also take steps to enforce or verify compliance with these API Terms, including, without limitation, by cooperating with legal process, or with third-party claims that your use of SeatGeek Technology is unlawful or infringing.
The SeatGeek Technology is controlled and operated from the United States and, unless expressly agreed otherwise in writing between you and a non-U.S. SeatGeek Entity, is not intended to subject any SeatGeek Entity to the laws or jurisdiction of any state, country, or territory other than the United States. The SeatGeek Technology may not be appropriate or available for use in some non-U.S. jurisdictions. You must comply with all applicable Laws in accessing and using SeatGeek Technology, including, without limitation, U.S. export controls (for example, U.S. embargoes or other federal rules or regulations restricting exports), and you are responsible for any violation thereof. You represent and warrant that you are not located in, or a resident or a national of, any country that is subject to a U.S. government embargo or other restriction, or that the U.S. government has designated as a "terrorist supporting" country, and that you are not on any U.S. government list of restricted end users.
Subject to, and conditioned on, your compliance with these API Terms, SeatGeek hereby grants you a limited, non-exclusive, non-assignable, non-transferable, non-sublicensable, and revocable license, exercisable solely for your own lawful business purposes, to: (a) access and use the SeatGeek APIs, solely as necessary to integrate your Application with SeatGeek-designated functionality that we make available to you via the SeatGeek Site; (b) subject to Section 3, display the SeatGeek Logo (defined below) in your Application; and (c) display the SeatGeek Materials to End Users through your Application; in each case, solely during the term of your authorized use of the SeatGeek APIs, and exclusively for the limited purposes described in the Documentation provided to you in connection with the SeatGeek APIs and enabled in the Developer Portal (the foregoing, collectively, the "Usage Rights").
For the avoidance of doubt, the Usage Rights do not include any rights that are not expressly set forth in Section 2.1 and any use of SeatGeek Technology outside of the Usage Rights is prohibited. SeatGeek may, in its sole discretion, require that you (i) enter into a separate written agreement (including electronically) with SeatGeek, and/or (ii) provide your affirmative acceptance of additional terms of use, in each case, as a condition for the grant or exercise of any Usage Rights. Such separate agreement or terms (each referred to herein as "Supplemental Terms") may include additional terms and conditions, and may require the payment of fees. For example, if you are a professional seller of tickets on the SeatGeek Site, your right to use the SeatGeek API to access sales data for such purpose will be contingent upon your execution and/or acceptance of SeatGeek's Listing and Sales API Agreement, Seller Direct Handbook, and/or any other applicable agreement or terms that may be in effect at any given time.
If (a) you are a vendor, service provider, or consultant of a SeatGeek client or partner (each, a "Business Partner"), and (b) pursuant to a separate agreement between SeatGeek and such Business Partner (a "Partner Agreement"), SeatGeek and such Business Partner have agreed that you may access or interface with SeatGeek's ticketing platform for the benefit of such Business Partner and subject to your acceptance of these API Terms, then, notwithstanding Section 2.1, you agree that the following additional terms apply to you: (a) the term "Application," as used herein, will be deemed to also include any Business Partner application that is developed, supported, facilitated, or managed by you; (b) you may exercise the Usage Rights solely for the purposes expressly agreed between SeatGeek and such Business Partner under their respective Partner Agreement, exclusively for the benefit of such Business Partner, and only for the duration of such Partner Agreement. Nothing in these API Terms limits is intended to limit our right to require that you enter into Supplemental Terms as we deem necessary in our sole discretion.
You shall (a) display SeatGeek attribution, in the form of the SeatGeek logo currently available at https://seatgeek.com/press (the "SeatGeek Logo"), in every place in your Application where SeatGeek Materials are being accessed, used, or displayed, and (b) cause each instance of the SeatGeek Logo to link directly to the home page of the SeatGeek Site or such other URL as may be designated by SeatGeek. The SEATGEEK word mark, the SeatGeek Logo, and all other SeatGeek marks, logos, and trade names ("SeatGeek Marks") are trademarks of SeatGeek, whether or not registered. All uses of the SeatGeek Marks must comply with SeatGeek's Brand Guidelines currently available at https://seatgeek.com/press, as may be modified from time to time. Without limitation, any modifications to the SeatGeek Marks are subject to SeatGeek's prior review and written approval; however, you may proportionally resize the SeatGeek Logo without seeking such approval. You shall provide samples of your use of the SeatGeek Marks upon request. All use of SeatGeek Marks and any goodwill arising from such use will inure to SeatGeek's benefit, and you shall take no action adverse to SeatGeek's exclusive ownership of the SeatGeek Marks. You may not adopt, use, register, or attempt to register any trademark, any product, website, or application name, or any domain name containing SeatGeek Marks or anything confusingly similar thereto. SeatGeek may revoke any license to use SeatGeek Marks, or require you to use new SeatGeek marks, logos, and/or trade names going forward, with notice to you.
You shall not suggest any affiliation with any SeatGeek Entity, including any suggestion that SeatGeek sponsors, endorses, or guarantees your Application or any statement that you represent, are part of, or a partner of SeatGeek, and you shall not use any SeatGeek Mark to imply any such affiliation without SeatGeek's prior written consent. You shall not make any representations, warranties, or commitments regarding SeatGeek Technology or SeatGeek, or on behalf of any SeatGeek Entity.
Subject to any Supplemental Agreement, if you make your Application available to End Users, we may (but are not obligated to) use your trademarks, product names, logos, domain names, and other brand identifiers ("Your Marks") to identify you and to promote your Application and SeatGeek Technology. You grant SeatGeek a non-exclusive, non-transferable, worldwide, royalty-free license to use, reproduce, and display Your Marks for these purposes.
You are solely responsible for the content, development, operation, support, and maintenance of your Application, for providing support for your Application (including, for example, to End Users), and for all activities related to your and your Application's use of, and interaction with, SeatGeek Technology. SeatGeek is not obligated to provide you or End Users with any support for the Application or SeatGeek Technology, and does not guarantee the uptime, availability, performance, integrity, or accuracy of, any SeatGeek Technology. SeatGeek will not be liable to you or any End User for unavailability of the SeatGeek APIs or their failure to perform in accordance with their specifications. Without limitation, SeatGeek is not required to provide any notice to you or your End Users of planned or unplanned SeatGeek API downtime.
You and your Application must comply with the Documentation. We reserve the right (but are not required) to review and/or require changes to your Application (whether before or after we have provided you with access to SeatGeek Technology) and/or to accept, reject, or temporarily or permanently withdraw our acceptance of any Application, in each case, at any time and in our sole discretion. Without limiting the foregoing, you may not alter your Application's core functionality in a manner that could cause End Users to view it as a different or unfamiliar application, without our prior review and written approval.
You will ensure that each Application displays, and you will require each End User to accept before using your Application, an end user agreement or terms of service ("Application EULA") that contains terms (including, without limitation, warranty disclaimers and limitations of liability) at least as protective of the SeatGeek Entities as the terms hereof and that complies with any third-party app store requirements. You will: (i) use all reasonable efforts to enforce the Application EULA; and (ii) ensure that no Application takes any action on behalf of any End User, collects any information from or regarding any End User, or accesses or provides access to any portion of an End User's mobile or other device, in each case without having been affirmatively authorized or directed to do so by such End User. The Application EULA must expressly designate the SeatGeek Entities as third-party beneficiaries entitled to enforce the Application EULA against End Users directly, and you acknowledge that the SeatGeek Entities will have the right to enforce any provisions of the Application EULA against any End User that directly or indirectly affects the rights, interests, or obligations of any SeatGeek Entity.
You must maintain and have your End Users consent to a privacy policy that complies with all applicable Laws, and clearly and accurately discloses your information collection, storage, use, and disclosure practices ("Application Privacy Policy"). You will ensure that before any of your End Users use your Application in connection with SeatGeek Technology, and at all times during such use, you will provide all notices and obtain all consents required under all applicable Law to enable SeatGeek to process your End Users' data and your use of SeatGeek Technology in accordance with these API Terms, any Supplemental Terms and the SeatGeek Privacy Notice, and you will not make any representations or other statements with respect to our use of your End Users' data that are inconsistent with these API Terms or our Privacy Notice. You will be solely responsible and liable for your compliance with, and obligations under, any applicable data protection Laws. Unless separately agreed upon in the Supplemental Terms, the SeatGeek API is not intended for Personal Data, and you agree to not input or process Personal Data using the SeatGeek API. If you submit Personal Data to SeatGeek in connection with the SeatGeek API, you must agree to the SeatGeek Data Processing Addendum, which will be incorporated into these API Terms by reference.
SeatGeek, itself or through a SeatGeek-selected independent third party acting at SeatGeek's discretion, will have the right, at SeatGeek's expense and on prior written notice to you, to audit and review your Application, your implementation and use of SeatGeek Technology, and your compliance with these API Terms (each, an "Audit"). Audits may include monitoring or a security review of your Application to ensure that it complies with these API Terms and that your Application does not threaten the security, integrity, availability, or performance of SeatGeek's services or software. In the event of an Audit, you shall cooperate with SeatGeek and provide such information and access as SeatGeek may request to complete the Audit, including, without limitation, full user-level access to your Application. In light of your use of the SeatGeek APIs, SeatGeek may, in its discretion, require you to make adjustments or improvements to your Application's security standards or processes as a condition to using, or continuing to use, SeatGeek Technology. You shall treat the occurrence of, results of, and communications in connection with an Audit as SeatGeek's Confidential Information, and shall not use such information in any marketing or advertising of your Application, or other products or services.
If, pursuant to any Supplemental Terms, SeatGeek has agreed that your Application may use SeatGeek APIs to transmit or collect credit card information, then you agree to: (a) comply with (i) all applicable data privacy and security requirements under the Payment Card Industry Data Security Standard ("PCI DSS Requirements"), including, without limitation, with respect to the use, access, and storage of credit card non-public personal information; and (ii) all applicable Laws regarding the confidentiality, use, and disclosure of cardholder information; and (b) without limiting the foregoing, use all reasonable efforts to avoid collecting, reporting, or logging data relating to the provision of payment information, including, without limitation, End User keystrokes.
We strive to maintain a respectful and safe environment for clients, our users, and everyone using and implementing the SeatGeek APIs, and your cooperation with our rules and policies helps us do so. You shall not:
Access or use the SeatGeek APIs for any purpose not expressly authorized in these API Terms or any Supplemental Terms.
Distribute, sell, lend, loan, lease, license, sublicense, share, transfer, make available, or permit third-party access to, or use of, SeatGeek Technology or Credentials (defined below), or access or use them on behalf third parties (e.g., as a service bureau or data processing service).
Place SeatGeek Materials or Documentation on, or otherwise make SeatGeek Materials or Documentation available to, a search engine, directory, or AI or machine learning application or model.
Modify, adapt, create derivative works based on, or translate (including, without limitation, into any human or computer language) the SeatGeek APIs.
Circumvent or overcome, or attempt to circumvent or overcome, any technological protection measures designed to restrict access to SeatGeek Technology.
Except to the extent expressly permitted by applicable Law, reverse engineer, decompile, disassemble, or attempt to derive the source code, structure, design, or method of operation of, or any confidential information underlying, the SeatGeek Technology.
Attempt to gain unauthorized access to SeatGeek Technology, or access or use SeatGeek APIs to access or interface with any technology other than the SeatGeek Site.
Access or use SeatGeek APIs in violation of Law or in a manner that could, as determined by SeatGeek in its sole discretion, damage, disable, overburden, impair, or interfere with any hardware, services, or software.
Use the SeatGeek APIs to distribute or transmit any virus, worm, or other computer code, file, or program that is, or may be, harmful or invasive, or that could damage or hijack the operation of, or monitor the use of, any hardware, services, or software.
Interfere with or disrupt the operation of SeatGeek Technology or the servers or networks used to make it available, including, without limitation, by violating any requirements, procedures, policies, or regulations applicable to such servers or networks.
Except as permitted in the Usage Rights, collect information about SeatGeek vendors, clients, or users.
Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity.
Restrict or inhibit anyone from using SeatGeek Technology or act in a manner that otherwise degrades or interferes with others' use of SeatGeek Technology.
Systematically download and/or store SeatGeek Materials or Documentation or other content using the SeatGeek APIs; use any robot, spider, script, site search/retrieval application, machine learning, AI, or other manual or automatic means to retrieve, index, "scrape," "data mine," or otherwise gather SeatGeek Materials, Documentation, or content from the SeatGeek Site; or reproduce or circumvent the navigational structure or presentation of the SeatGeek Site.
Post, transmit, or otherwise make available any information or materials through, or in connection with, the SeatGeek APIs that are, or may be: threatening, harassing, degrading, hateful, or intimidating, or that fail to respect the rights and dignity of others; defamatory, libelous, fraudulent or otherwise tortious; obscene, indecent, or pornographic; or (without the applicable owner's express prior written consent) protected by copyright, trademark, trade secret, right of publicity or privacy, or any other proprietary right.
Access or use SeatGeek Technology or any other SeatGeek services or software:
To facilitate, offer, operate, or maintain any online secondary ticket marketplace or related activities, products, or services, or for competitive purposes.
To monitor the availability, performance, or functionality of SeatGeek's services or software or for any performance testing or benchmarking purposes.
To migrate users away from SeatGeek's services or software, or in a way that disparages, or is reasonably likely to permit others to disparage, SeatGeek, its clients, or its or their respective users.
To recreate the features or functionality of SeatGeek's services or software.
To identify, exploit, or publicly disclose potential security vulnerabilities.
To request from SeatGeek APIs more than the minimum amount of data, or more than the minimum permissions to the types of data, that your Application needs for End Users to use its intended functionality.
To make your Application available for use in a manner that circumvents the need for End Users to obtain valid rights to SeatGeek's services, software, information, or content.
In a way that falsifies or alters any unique referral identifier in or assigned to your Application, or that otherwise obscures or alters the source of queries coming from your Application to hide a violation of these API Terms.
In a way that removes, hides, obscures, or alters links to these API Terms or to our other terms and conditions (including our Privacy Notice, currently located at https://seatgeek.com/privacy), or any copyright or other proprietary rights notices, in any SeatGeek Materials or that SeatGeek otherwise requires.
In order to use the SeatGeek Technology, you agree to comply with our registration and credential requirements, which we may update from time to time. We will provide you with API access keys or other credentials ("Credentials") to access the SeatGeek Technology, and you agree you will (i) not share your Credentials with others, and keep the Credentials secure and confidential, (ii) use them as your sole means of accessing the SeatGeek APIs, and (iii) immediately inform us if you suspect your Credentials are compromised. Credentials are the Confidential Information of SeatGeek. We are not responsible for lost or compromised Credentials, and you are responsible for all activities using your Credentials, whether or not you know about them.
You represent and warrant that your Application does not contain any security vulnerabilities, and will interoperate and interface with the SeatGeek APIs in a secure manner. Your network and operating system, and the software of your servers, databases, and computer systems, must be properly configured to securely operate and support your Application and securely collect, use, and store data collected through the Application. You and your Application must employ all reasonable technical, administrative, and physical security safeguards, each of which must: (a) comply with applicable Laws; (b) meet or exceed applicable industry standards or self-regulatory requirements; (c) protect the confidentiality, integrity, and availability of the SeatGeek Technology; and (d) prevent Security Incidents (defined below).
A "Security Incident" means the accidental, unlawful, or unauthorized access to, use, disclosure, alteration, loss, or destruction of: (a) any SeatGeek Technology or SeatGeek services, applications, or systems; (b) your Application or any data collected from End Users; and/or (c) your or your service providers' information technology systems or facilities on which the Application depends. If you suspect or become aware of a Security Incident, you will notify SeatGeek about such Security Incident as soon as possible, and in no event later than 24 hours thereafter. You agree to preserve evidence regarding the Security Incident and to provide us with information we request regarding the Security Incident, including an explanation of its nature and root cause, the categories and approximate number of affected individuals and/or organizations and affected records, the Security Incident's likely consequences, and corrective action that has been, is being, and will be taken. You agree to take such actions as SeatGeek may reasonably request to respond to, investigate, and mitigate the adverse effects of any Security Incident. Before you communicate with the public (e.g., via press release, blogs, social media, or dashboards) or any third party (that is not your agent) about a Security Incident, you will consult with SeatGeek regarding, and provide SeatGeek with an advance copy of, such communication to the extent such activities are permitted by applicable Law and do not unreasonably interfere with your investigation or remediation of the Security Incident or your compliance with your obligations under Law to give notifications about the Security Incident.
For purposes of these API terms, "Confidential Information" means all non-public information made available by, or on behalf of, any SeatGeek Entity to you, whether orally or in writing, that is designated as confidential or proprietary, or that a reasonable person would consider confidential or proprietary given the circumstances of its disclosure. Without limitation, Confidential Information includes all information concerning SeatGeek Entities' vendors, clients, and users; SeatGeek Entities' past, present, or proposed products, technology or business or marketing plans; and any Credentials. You shall: (a) protect the confidentiality of the Confidential Information using the same degree of care with which you protect against the disclosure of your own non-public materials (and no less than reasonable care); (b) not use Confidential Information for any purpose that SeatGeek has not expressly authorized in advance and in writing; (c) not disclose Confidential Information to any third party; and (d) limit access to Confidential Information to those of your employees and contractors who need such access for purposes consistent with these API Terms and who have entered into confidentiality agreements with you that include protections against the unauthorized disclosure and use of Confidential Information that are at least as stringent as those set forth herein. At our request, you will return to us or permanently destroy, at our option, all Confidential Information that has been made available to you, including any copies thereof.
The SeatGeek Technology, the SeatGeek Marks, and all intellectual property rights in and to the foregoing are protected by proprietary rights and Laws, and are solely the property of SeatGeek. Except as expressly provided in these API Terms, you are not granted any licenses or other rights in the SeatGeek Technology or SeatGeek Marks, or under any patents, know-hows, copyrights, trade secrets, trademarks, or other intellectual property owned or controlled by SeatGeek or any other SeatGeek Entity. No implied licenses are intended to be granted by any SeatGeek Entity hereunder. UNAUTHORIZED USE OF SEATGEEK TECHNOLOGY OR SEATGEEK MARKS MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING FOR INFRINGEMENT.
The SeatGeek Materials may include information and materials from a variety of sources, both public and proprietary, including information and materials originating from third parties. We are not responsible for, do not control or endorse, and make no representations or warranties regarding the SeatGeek Materials, and the inclusion of any information or materials in SeatGeek Materials does not imply our endorsement of or affiliation with their providers or any third parties referenced therein.
If you provide or submit change or enhancement requests, ideas, comments, suggestions, or other feedback to any SeatGeek Entity in connection with the SeatGeek Technology or a SeatGeek Entity's business ("Feedback"), you: (a) acknowledge that SeatGeek may already be developing functionality, features, or solutions related to such Feedback; (b) authorize SeatGeek to use, commercialize, publish, and otherwise exploit such Feedback (including, without limitation, by incorporating it into future versions of SeatGeek Technology) and any rights therein, without restriction, attribution, or compensation, in perpetuity; and (c) acknowledge and agree that such Feedback is not confidential to you and does not place any SeatGeek Entity under any fiduciary or other obligation, including, without limitation, any obligation to use such Feedback. For clarity, SeatGeek will not be precluded from creating, developing, acquiring, publishing, licensing, protecting, or marketing and distributing (for itself or third parties) materials, applications, products, or services that are competitive with your Application or your other products or services, regardless of any similarity to your Application, your products or services, or products or services that you may develop in the future.
These API Terms are effective until terminated. Unless you and SeatGeek have agreed otherwise in writing, you may terminate these API Terms at any time by ceasing all access to and use of the SeatGeek APIs, Documentation and SeatGeek Materials. SeatGeek may terminate these API Terms and/or limit, suspend, or terminate your access to or use of the Credentials or any SeatGeek Technology; your username, password, or account; or any information or materials associated with your username, password, or account; in each case in SeatGeek's sole discretion, at any time and without notice or liability to you, including, without limitation: (a) if we believe you have violated or acted inconsistently with the letter or spirit of these API Terms; (b) if we are required to do so to comply with any legal requirement or court order; or (c) if your conduct interferes with the operation of SeatGeek Technology or causes or could cause harm, liability, or loss to any SeatGeek Entity or third party. Limitations may include technical limitations, such as call, volume, and/or rate limits, or limits on your access to some or all SeatGeek Technology. You agree to such limitations and will not attempt to circumvent them.
Upon any termination of these API Terms or of your access to or use of the Credentials or any SeatGeek Technology, all licenses granted to you herein will immediately expire, and SeatGeek may, without liability to you or any third party, immediately and temporarily or permanently deactivate or delete your Credential, username, password, and/or account, and all associated information and materials, in each case without any obligation to provide further access thereto. Any continued use of the SeatGeek APIs following such termination will continue to be subject to these API Terms. The SeatGeek Entities will not be liable for, and you hereby waive any claims against the SeatGeek Entities with respect to, any such termination. Sections 4, 5.4, 6, 7.2, 8, 9, 10, 11, and 12, and the defined term definitions set forth in these API Terms, will survive any expiration or termination of these API Terms.
USE OF THE SEATGEEK TECHNOLOGY IS AT YOUR OWN RISK. ANY SEATGEEK TECHNOLOGY MADE AVAILABLE TO YOU IS MADE AVAILABLE "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, AND WE DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SEATGEEK TECHNOLOGY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING, WITHOUT LIMITATION, THAT IT WILL BE UPDATED, COMPLETE, CORRECT, OR SECURE, AND ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. WITHOUT LIMITATION, THE OPERATION OF THE SEATGEEK APIS MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES.
SEATGEEK WILL NOT BE RESPONSIBLE OR LIABLE FOR PERSONAL INJURY OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY, OR FOR LOSS OF PROFITS, DATA OR USE OF DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION TRANSMITTED THROUGH SEATGEEK TECHNOLOGY (E.G., DUE TO UNAUTHORIZED INTERCEPTION BY THIRD PARTIES), BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. WITHOUT LIMITING THE FOREGOING, SEATGEEK WILL NOT BE RESPONSIBLE OR LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE SEATGEEK TECHNOLOGY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SEATGEEK TECHNOLOGY IS TO STOP USING IT. OUR MAXIMUM AGGREGATE LIABILITY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH SEATGEEK TECHNOLOGY AND THESE API TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALL BE FIFTY U.S. DOLLARS ($50.00).
All disclaimers and limitations of liability in these API Terms are made on behalf of SeatGeek and the other SeatGeek Entities.
Applicable Laws may not allow for limitations on certain warranties, or for exclusions or limitations of certain damages; to the extent such Laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you may have certain additional rights.
You represent and warrant that: (a) your SeatGeek account information is and will remain true, accurate, and complete; (b) you have all rights, consents, and authorizations necessary to enter into these API Terms, perform your obligations hereunder, and grant the rights granted herein; and (c) your Application and its operation, the transmission of any information or materials through SeatGeek Technology, and the collection, use, and retention of such information and materials, will comply with all Laws and will not infringe upon or violate the intellectual property rights or other rights of any third party.
You agree to indemnify, defend (at SeatGeek's request), and hold harmless the SeatGeek Entities and their respective shareholders, directors, officers, employees, agents, representatives, licensors, suppliers, and service providers from and against all claims, losses, costs, and expenses (including attorneys' fees) ("Claims") arising out of or related to: (a) your Application or the use or operation thereof; (b) your violation or alleged violation of these API Terms, the Application EULA, the Application Privacy Policy, or any third-party terms; or (c) your or any End User's: (i) use of or activities in connection with the SeatGeek Technology; (ii) negligence or willful misconduct; or (iii) violation or alleged violation of any Law. SeatGeek may, at its own expense, participate in the defense and settlement of any claim with its own counsel. You may not settle a claim without SeatGeek's prior written consent.
You will not issue any press release or other public announcement regarding these API Terms or your use of the SeatGeek Technology without SeatGeek's prior written consent. You acknowledge and agree that SeatGeek may issue press release(s) regarding any Application or other software or services that access or use the SeatGeek APIs, and discuss such Application, software, or services with the media.
Except as otherwise expressly stated herein, these API Terms are the entire agreement between you and SeatGeek regarding the subject matter hereof, and supersede any and all prior or contemporaneous written or oral agreements or understandings between you and SeatGeek relating to such subject matter. To the extent there are any conflicts or inconsistencies between the terms of any Supplemental Terms and these API Terms, the order of precedence shall be as follows: these API Terms will control, except with respect to any specific provisions in these API Terms that the Supplemental Terms expressly modify or override.
These API Terms and any action or proceeding related hereto will be governed by and construed in accordance with the laws of the State of New York, USA, without giving effect to any conflicts of laws principles that require the application of the law of a different state or jurisdiction, or to the United Nations Convention on the International Sale of Goods. With respect to any dispute or controversy arising under or in connection with these API Terms, (a) you hereby consent to the personal jurisdiction and exclusive venue of the state and federal courts located in the County of New York, State of New York, USA, and (b) to the extent permitted by applicable Law, any cause of action by you under or in connection with these API Terms must be brought within six (6) months after it arose, and if not so brought will be thereafter precluded.
You may not assign, transfer, or sublicense these API Terms or your rights or obligations hereunder without SeatGeek's express prior written consent. Without limitation, if you are a corporate or other entity, your change of control or your assignment by operation of law will be deemed an assignment of these API Terms. SeatGeek may assign, transfer, or sublicense these API Terms or any or all of its rights or obligations hereunder without restriction.
Notices to you, including notices of changes to these API Terms, may be made via posting to the SeatGeek Site or Developer Portal, or by email (in each case, including via links), regular mail, or any other reasonable means. Notices to SeatGeek must be addressed as follows: SeatGeek, Inc., 902 Broadway, Floor 10, New York, NY 10010, Attention: Legal Team, with email copies to legal@seatgeek.com, Attention: General Counsel. Notices to you will be effective upon posting to the SeatGeek Site or Developer Portal, upon confirmation or acknowledgment of receipt (if via overnight mail), or on the day sent (if by email). Without limitation, you agree that a printed version of these API Terms and of any electronic notice are admissible in judicial or administrative proceedings based on or relating to these API Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
If any provision of these API Terms is found to be unlawful, void, or unenforceable, that provision will be deemed severable from these API Terms; SeatGeek may replace it with similar terms to the extent enforceable under the relevant Laws; and such finding will not affect the validity and enforceability of any remaining provisions.
No waiver will be valid against either party unless made in writing and signed by a duly authorized representative of the party against whom enforcement is sought, and only to the extent specified therein. SeatGeek's failure to enforce any provision of these API Terms will not constitute a waiver of its right to enforce such provision in the future or a waiver of any provision of these API Terms. Unless otherwise expressly stated herein, a party's remedies provided herein are in addition to and not exclusive of any other remedies.
The parties' relationship is that of independent contractors. Nothing in these API Terms is intended or will be construed to create an employer/employee, partnership, agency, franchise, or joint venture relationship between the parties for any purpose. Except as otherwise expressly provided herein, there are no third-party beneficiaries to these API Terms and these API Terms do not and are not intended to confer any rights or remedies on any person or entity other than you and SeatGeek. Neither party has or will hold itself out as having any right, power, or authority to agree or commit to any obligation or duty on behalf of the other party.
Headings used herein are for reference purposes only. Unless the context requires otherwise, as used herein the term "including" means "including, without limitation,", the term "include(s)" means "include(s), without limitation," and the term "Section" refers to a section of these API Terms.
The SeatGeek APIs and related Documentation are, respectively, "Commercial Computer Software" and "Commercial Computer Software Documentation," as such terms are defined and used in 48 C.F.R. §2.101, 48 C.F.R. §12.212 and 48 C.F.R. §227.7202, licensed subject to the limitations of 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable.
If you have a question, comment, or complaint regarding the SeatGeek APIs, or if you wish to use the SeatGeek APIs in a way that is not authorized under these API Terms (e.g., to expand the Usage Rights), please contact us at tech-architecture@seatgeek.com. Email communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your email correspondence with us.