Terms and Conditions for VenueTech Connect

Effective Date: January 5, 2024

These Terms and Conditions (“Terms”) govern your use of the VenueTech Connect software application (“Application”) provided by Verticalytics, Inc., a Delaware Corporation (“Verticalytics,” “we,” “our,” or “us”). By using the Application, you agree to comply with these Terms. If you do not agree with these Terms, you should not use the Application.

1. License and Restrictions

1.1 License Grant

Subject to these Terms, Verticalytics grants you a limited, non-exclusive, non-transferable, revocable license to use the Application for personal or internal business purposes.

1.2 Restrictions

You shall not:

(a) Copy, modify, or distribute the Application, in whole or in part;

(b) Reverse engineer, decompile, or disassemble the Application;

(c) Remove or modify any proprietary notices or labels on the Application;

(d) Use the Application for any illegal, unauthorized, or prohibited purpose;

(e) Use the Application to infringe upon the intellectual property rights of others;

(f) Use the Application to transmit any viruses, malware, or harmful code;

(g) Interfere with or disrupt the operation of the Application;

(h) Attempt to gain unauthorized access to the Application or its related systems or networks.

2. Use of the Application

2.1 Account Creation

In order to use certain features of the Application, you may be required to create an account. You are responsible for maintaining the confidentiality of your account credentials and all activities under your account.

2.2 User Content

You may be able to submit, post, or transmit content through the Application (“User Content”). You retain ownership of your User Content, but by submitting, posting, or transmitting it, you grant Verticalytics a worldwide, royalty-free, non-exclusive, sub-licensable right to use, reproduce, modify, adapt, publish, translate, distribute, and display your User Content per the terms outlined in our Privacy Policy. Information regarding client/vendor relationships and products used by specific users is anonymized so that the identity of each organization is kept confidential. Connected vendors can see a list of their connected clients. Connected clients can see a list of their connected vendors. No organization can see the clients, products, or vendors of other organizations other than their own connected clients/vendors as described above. 

2.3 Data Aggregation and Privacy

The Application may aggregate and anonymize information from all users for statistical purposes. This aggregated information does not identify any specific user or organization and is used to analyze trends, improve the Application, and enhance our services. We will handle your personal information in accordance with our Privacy Policy.

3. Intellectual Property

3.1 Ownership

Verticalytics retains all rights, title, and interest in and to the Application and its associated intellectual property rights. You acknowledge that the Application is protected by copyright, trademark, and other laws.

3.2 Feedback

If you provide Verticalytics with any feedback, suggestions, or ideas regarding the Application, you grant Verticalytics the right to use and incorporate such feedback without obligation.

4. Disclaimer of Warranties

THE APPLICATION IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. VERTICALYTICS DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. VERTICALYTICS DOES NOT WARRANT THAT THE APPLICATION WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

5. Limitation of Liability

IN NO EVENT SHALL VERTICALYTICS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE APPLICATION, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF VERTICALYTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Indemnification

You agree to indemnify, defend, and hold harmless Verticalytics and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses, including reasonable attorneys’ fees, arising out of or in connection with your use of the Application or any violation of these Terms.

7. Termination

Verticalytics may, at its sole discretion, terminate or suspend your access to the Application at any time and for any reason without prior notice or liability.

8. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Kentucky, without regard to its conflict of laws principles. Any legal action or proceeding arising out of or in connection with these Terms shall be brought exclusively in the state or federal courts in Kentucky.

9. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

10. Entire Agreement

These Terms constitute the entire agreement between you and Verticalytics regarding the Application and supersede all prior or contemporaneous agreements, understandings, or representations.

11. Amendments

Verticalytics reserves the right to modify or update these Terms at any time. Any changes will be effective immediately upon posting the updated Terms on the Application. Your continued use of the Application after posting any changes constitutes your acceptance of the revised Terms.

If you have any questions or concerns about these Terms, please contact us at privacy@venuetechconnect.com.

By using the VenueTech Connect Application, you acknowledge that you have read and understood these Terms and agree to abide by them.