Terms of Service
- 1.1. Smart Tickets Limited and the Organizer may be referred to collectively as the “Parties” or individually as a “Party”.
- 1.2. Browsing, buying a ticket or any other goods or services on the smart tickets system makes one a “User”.
- 1.3. Signing up for an Account makes one an Organizer.
- 1.4. The Organizer sets up activities and may promote, manage, make sales, keep records, sends tickets, and other actions. A User enters into agreement with the Organizer once a transaction happens between them.
- 1.5. By using the Smart Tickets Platform, you warrant and undertake that you have the right, authority and capacity to enter into and be bound by these Terms.
2. Formation of the Agreement
- 2.1. These conditions shall be deemed accepted by the Organizer in the activity that the Organizer uses the Smart Tickets Platform. Acceptance of these conditions shall create a binding contract between the Organizer and Smart Tickets Limited (the “Agreement”).
- 2.2. Please review the Agreement carefully and make sure that you understand it before using the Smart Tickets Platform. If you do not agree to the Agreement, you must cease use of the Smart Tickets Platform immediately.
- 2.3. Smart Tickets Limited may update these Terms from time to time so please review the relevant pages regularly. Should you object to any term or condition, guideline, or subsequent changes made to the Smart Tickets Platform then you must immediately cease use of the Smart Tickets Platform.
3. About the Service
- 3.1. Under this Agreement, Smart Tickets Limited provides the Smart Tickets Platform (the “Services”) that has been developed as a ticketing/receipting service that facilitates the exchange of goods and services.
- 3.2. Smart Tickets Limited provides the Smart Tickets Platform through the Website and Android application.
- 3.3. Organizers are provided with control panel from where to create and edit all information relating to the setup activities including without limitation location, date, and ticket prices before the activity is published. After the activity is published, the organizer can access all the statistics about the activity, validate tickets, and promote the activity to Users.
- 3.4. Smart Tickets Limited acts only as an intermediary to facilitate transactions between the Organizer and Users. At no time is Smart Tickets Limited a party to any such agreement or responsible for the organization of any activity.
- 3.5. Following the conclusion of each activity the User may access a system of ratings and reviews about the Organizer or the activity. Each User and Organizer expressly and irrevocably authorizes the publication of such ratings and reviews by Smart Tickets Limited on the Smart Tickets Platform and acknowledges that such ratings and reviews may remain posted permanently on the Smart Tickets Platform and accessible to all Users and the public in general.
- 3.6. Smart Tickets Limited reserves the right to sell advertising on the Smart Tickets Platform to third parties and to display relevant advertising including on the page of any activity.
- 3.7. Users may be sent text and/or email reminders and notifications about the activities and for promotion with an opt-in or out option.
- 4.1. Smart Tickets Limited undertakes to:
- 4.2. The Organizer undertakes to:
a) Maintain the platform so that the Organiser can promote its activities efficiently and sell, send and generate/upload tickets/codes, send text/email notifications via the platform;
b) Communicate to the Organiser any statistical information that the Smart Tickets Limited has agreed to provide relating to the activity or any other relevant information.
c) Display the information uploaded by the Organiser in relation to any activity; and
d) Where applicable, manage the sales of any goods and services for the activities including but not limited to tickets and pay the Organiser the corresponding amounts due (less any costs) according to the provisions of Clause 3.
(a) Provide all information necessary for the proper provision of the Service and in particular to keep its account information current and correct including without limitation any personal, business, banking or any other data;
(b) Inform the Smart Tickets Limited immediately of any activity on the platform that is or is expected to be or has been cancelled or suspended and to amicably reach a settlement with the Users who have already bought tickets or paid for any goods and services;
(c) Respond to any third-party claim resulting from the use of the platform in relation to any of the activities posted on the platform by the 2nd party;
(d) Inform the Users immediately and implement changes if any, in information relating to any activity changes or any terms or conditions or circumstances of sale, purchase, access, venue, place of meeting or other matters changes.
(e) Allow Smart Tickets Limited to operate processing and collection management for sales where applicable.
(f) Where applicable, pay for the relevant costs;
(g) Maintain all appropriate licenses and authorizations necessary to enable it to hold the activities;
(h) Not to assign, transfer, charge, sub-contract or deal in any other manner with all or any of her rights under this Agreement without Smart Tickets Limited’s prior express written consent.
- 5.1. The platform can be used for sales payments and collection payments.
- (a) On the platform using mobile payments.
- (b) Cash payments where POS receipts and electronic tickets/receipts are sent.
- (c) Record any payments done with receipts and printed tickets.
- 5.2. For sales and money collections on the platform, the Smart Tickets Limited;
- (a) Shall collect payments on behalf of the Organiser.
- (b) Where applicable, cash out to the Organiser’s accounts including Mobile Money Number provided. This may be in real time after a payment is made, or in other threshold amount set by the Organiser. Such transactions will conform to any relevant laws, conditions and limitations.
- (c) May hold the funds in respect of sales and collections until the Organiser cashes out from their account on the platform.
- (d) The Organiser where applicable, will;
- (i) Specify the Cash-out details.
- (ii) Set the Instant withdraw Threshold Amount and cash out method.
- 5.3. The use of the platform for the creation, management and publication of activities is free, but selling or sending tickets or generating/uploading tickets/ticket codes, and sending text notifications to Users attracts costs. Below is a list of some of the costs that may be incurred. For details, refer to pricing page.
- (i) Cost for sending electronic tickets.
- (ii) Cost for generating or uploading tickets or ticket codes.
- (iii) Cost for sending text notification.
- (iv) Cost for selling with mobile payments on the platform as percentage commission.
- (v) Cost for cashing out to Mobile Money, a Mobile Money Bulk Payments Transaction costs.
- (vi) Cost for cashing out to the bank account, bank charge.
- (vii) Cost for mobile payments aggregation.
- 5.4. Payment terms for the above costs shall be as follows:
- a) For prepaid, the costs are captured automatically in real time on the account of the Organiser.
- b) For postpaid, Smart Tickets Limited shall issue invoices to the Organiser as agreed. The Organiser shall pay any costs to the Smart Tickets Limited within three (3) days from the date of issue of the invoice.
- 5.5. Any costs charged by the Smart Tickets Limited are exclusive of Value Added Tax payable. Where applicable, VAT shall be payable in addition to the costs stated above.
6. Disclaimer of Warranties
- 6.1. Smart Tickets Limited provides the platform “as is” and without any warranty or condition, whether express or implied. Smart Tickets Limited specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.
- 6.2. The Organiser acknowledges and agrees that the service provided by Smart Tickets Limited may be subject to limitations, delays and other mishaps inherent in the use of the Internet and electronic communications. Smart Tickets Limited is not and shall not be responsible for delays, failures in communication or any other damage that may result from such setbacks.
- 6.3. Smart Tickets Limited acts only as an intermediary on behalf of itself and the Organiser and Users, managing the activities by the Organiser. At no time is the Smart Tickets Limited a party to any contract between the Organiser and any User.
7. Intellectual Property
- 7.1. Smart Tickets Limited and or its licensor(s) are the sole owners of the Smart Ticket Platform, which includes any websites, domains, applications, design, text, graphics, content and all software and source code connected with the platform other than Content belonging to the Organiser.
- 7.2. The platform is protected by Ugandan and International intellectual property laws.
- 7.3. Without limitation, this means that the Organiser shall not sell, export, license, modify, copy, distribute or transmit the platform (or any part of it) or any material provided through the platform without the Smart Tickets Limited’s prior written consent.
- 7.4. Smart Tickets Limited grants the Organiser a limited license to use the platform solely as set out in this Agreement. Any unauthorized use of the platform shall result in the automatic termination of the limited license granted by Smart Tickets Limited. Smart Tickets Limited reserves the right to terminate the limited license without notice at any time following an unauthorized use by the Organiser of the platform.
- 7.5. All other trademarks not owned by Smart Tickets Limited that appear in connection with the platform are the property of their respective owners, who may or may not be affiliated with, connected to or sponsored by Smart Tickets Limited.
- 7.6. The Organiser represents and warrants that it holds title to or is permitted to publish via the platform all intellectual and industrial property rights associated with any content included in each of the activities the Organiser creates and publishes on the platform. In order for Smart Tickets Limited to promote any activity on the platform, the Organiser grants a perpetual irrevocable transferrable license to Smart Tickets Limited all rights of exploitation in relation to such intellectual and industrial property rights.
- 9.1. The contents of this Agreement and any information provided to the Organiser by Smart Tickets Limited as a result of the Organiser’s use of the platform shall be considered confidential information (hereinafter “Confidential Information”). Confidential Information shall not be disclosed to any third party or used for any purposes other than those contemplated by this Agreement, except in cases where the Confidential Information is required to be disclosed by law or by court or administrative order, in which case the Organiser shall notify Smart Tickets Limited of such disclosure as soon as possible.
- 9.2. Smart Tickets Limited may also communicate personal information about Users of the Smart Tickets Platform to the Organizer. The Organizer undertakes to treat such personal information only in accordance with the instructions of Smart Tickets Limited and in accordance with all applicable laws. In particular, the Organizer undertakes only to apply and use such personal information solely as required to hold any activities and undertakes not to communicate such personal information to third parties. The Organizer undertakes to delete and destroy all personal information provided by Smart Tickets Limited and relating to Users when no longer in use.
- All notices, requests, demands and other communications to be made by the Parties in connection with this Agreement shall be made by email or through the platform.
11. General Matters
- 11.1. If any court or competent authority decides that any term of this Agreement is held to be invalid, unlawful or unenforceable to any extent, such term shall, to that extent only, be severed from the remaining terms, which shall continue to be valid to the fullest extent permitted by law.
- 11.2. Smart Tickets Limited’s failure to enforce any provision of this Agreement shall not constitute a waiver of that or any other provision and will not relieve you from the obligation to comply with such provision.
- 11.3. You are not permitted to assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights under this Agreement without Smart Tickets Limited’s prior express written consent.
- 11.4. These Terms set forth the entire understanding and agreement between you and Smart Tickets Limited with respect to the subject matter hereof.
- 11.5. The Organiser agrees to indemnify and hold Smart Tickets Limited and its related companies, and each of their respective shareholders, directors, officers, employees, agents and merchant partners harmless from and against any third-party claim or cause of action, including reasonable attorneys’ fees and court costs, arising, directly or indirectly, out of its use of the platform or its violation of any law or the rights of any third party. In particular the Organiser acknowledges and agrees to be responsible for all damages caused to Users relating to any of its activities, and holds Smart Tickets Limited harmless against any claims that may arise as a result of such cancellation or any claims relating to the quality or performance of any activity which takes place.
12. Governing Law and Jurisdiction
- 12.1. Except as otherwise set out, this Agreement shall be governed by and construed in accordance with Ugandan law.
- 12.2. The Parties intend in good faith to resolve any controversy or dispute arising out of or relating to this Agreement, its subject matter or formation (including any non-contractual disputes or claims).
- 12.3. The Parties shall jointly agree on an Arbitrator in case they cannot come to an agreement.
- 12.4. If an agreement is still not reached, the parties irrevocably agree to submit to the exclusive jurisdiction of the Ugandan Law.