Terms of Service

Last updated: March 28, 2024

You can see our previous Terms of Service here.

These Terms ofService (also referred to herein as this “Agreement”) constitute a legally binding agreement between you and DoorList Event Management, Inc. (together with its affiliates, “DoorList”, “we,” “our” or “us”) governing your use of the DoorList Platform (as defined below), our mobile application(the “App”) and our website (the “Site”). The related services provided by DoorList to potential Hosts and Guests (each as defined in Section 1), theSite, and the App are collectively referred to as the “DoorList Platform.”

YOU ACKNOWLEDGE AND AGREE THAT, BY CLICKING ON THE “I AGREE” OR SIMILAR BUTTON, REGISTERING FORAN ACCOUNT, DOWNLOADING THE APP OR ANY APP UPGRADES, USING THE APP ON YOUR MOBILE DEVICE, OR ACCESSING OR USING THE DOORLIST PLATFORM, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE,WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE OR THE APP. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE DOORLIST PLATFORM. These Terms of Service are effective as of the date you first click“I agree” (or similar button or checkbox) or use or access the DoorList Platform, whichever is earlier.  If you accept or agree to these Terms of Service on behalf of your employer or another legal entity, you represent and warrant that (i) you have full legal authority to bind your employer or such entity to these terms of services; (ii) you have read and understand these terms of service; and (iii) you agree to these terms of service on behalf of the party that you represent.  In such event, “you” and “your” will refer and apply to your employer or such other legal entity.

Any personal data you submit to the DoorList Platform or which we collect about you is governed by our Privacy Policy (“Privacy Policy”),available at www.doorlist.app/terms. You acknowledge that by using the DoorList Platform you have reviewed the PrivacyPolicy. The Privacy Policy is incorporated by reference into these Terms of Service and together form and are here in after referred to as this “Agreement.”

PLEASE NOTE: THIS AGREEMENT GOVERNS HOW DISPUTES BETWEEN YOU AND DOORLIST CAN BE RESOLVED. IT CONTAINS A BINDING AND FINAL ARBITRATION PROVISION AND CLASS ACTION WAIVER(SECTION 16). PLEASE READ CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING,IF APPLICABLE, YOUR RIGHT TO OPT OUT OF ARBITRATION.

1.             The DoorListPlatform The DoorList Platform is a web and mobile application that allows users to manage their social calendars, create and join organizations, host and attend events, and communicate with others. “Guests” are individuals seeking to purchase Tickets and attend Events hosted by Hosts through the DoorList Platform, and “Hosts”are individuals and/or businesses who sell Tickets and host Events through theDoorList Platform. All users of the DoorList Platform, including Guests andHosts, are hereinafter referred to as “Users.”“Events” are events or gatherings listed using the DoorList Platform.The tickets to Events that Guests purchase or register for through the DoorListPlatform are hereinafter referred to as “Tickets.”

If you agree on the terms of any Ticket that you register for or purchase to attend an Event, you and the Host of such Event form an Event Contract (as defined below)directly between the two of you as set forth in more detail in Section 3 below.

HOSTS ARE NOT EMPLOYEES, PARTNERS, REPRESENTATIVES, AGENTS, JOINT VENTURERS, INDEPENDENT CONTRACTORS OR FRANCHISEES OF DOORLIST. DOORLIST DOES NOT HOST EVENTS AND DOES NOT EMPLOY INDIVIDUALS TO HOST EVENTS. USERS HEREBY ACKNOWLEDGE THAT DOORLIST DOES NOT SUPERVISE, DIRECT, CONTROL OR MONITOR A HOST’S EVENT OR ANY COMMUNICATIONS RELATED THERETO AND EXPRESSLY DISCLAIMS ANY RESPONSIBILITY AND LIABILITY FOR THE EVENT IN ANY MANNER.

The DoorList Platform only enables coordination and communication between Users for the organization and attendance of Events.  DoorList is not responsible for the performance or communications of Users, nor does it have control over the quality, timing, legality, failure, or any other aspect whatsoever of Events or Hosts, nor of the integrity, responsibility, competence, qualifications, or any of the actions or omissions whatsoever of any Users. DoorList makes no warranties or representations about the Events orHosts or the communications of or between Users through the DoorList Platform, whether in public, private, or offline interactions or otherwise howsoever.

2.             Account, Password, Security, and Mobile Phone Use

‍You must register with DoorList and create an account to use the DoorListPlatform (an “Account”) and as part of that process you will be requested to provide certain information, including without limitation your name, phone number and email address.  By using the DoorList Platform, you agree to provide true, accurate, current and complete information as prompted by the registration process and to maintain and promptly update the Account information to keep it accurate, current and complete. You are the sole authorized user of your Account. You are responsible for maintaining the confidentiality of any log-in, password, and Account number provided by you or given to you by DoorList for accessing the DoorList Platform. You are solely and fully responsible for all activities that occur under your password orAccount, even if not authorized by you. DoorList has no control over the use of any User’s Account and expressly disclaims any liability derived therefrom.Should you suspect that any unauthorized party may be using your password or Account or you suspect any other breach of security, you agree to contact DoorList immediately.

The person signing up for the DoorList Platform will be the contracting party (“Account Owner”) for the purposes of theseTerms of Service and will be the person who is authorized to use any corresponding Account we provide to the Account Owner in connection with the DoorList Platform; provided, however, that if you are signing up for the DoorList Platform on behalf of your employer, your employer shall be the Account Owner. As theAccount Owner, you are solely responsible for complying with these Terms of Service and only you are entitled to all benefits accruing thereto. Your Account is not transferable to any other person or account. You must immediately notify us of any unauthorized use of your password or identification or any other breach or threatened breach of our security or the security of your Account.

By providing your mobile phone number and using the DoorList Platform, you hereby affirmatively consent to DoorList’s use of your mobile phone number for calls and recurring texts, (including with an autodialer and/or prerecorded voice) in order to (i)perform and improve upon the DoorList Platform, (ii) facilitate the carrying out of our services, (iii) provide you with information and reminders regarding your registration, changes and updates, service outages or alterations, and (iv)notify you about new products or services offered by DoorList. These calls and texts may include, among other things, reminders about upcoming Events on the DoorListPlatform and/or push notifications and other reminders delivered through theDoorList Platform. DoorList will not assess any charges for calls or texts, but standard message, data or other charges from your wireless carrier may apply.You may opt-out of receiving texts messages from us by modifying your Account settings on the DoorList Platform, texting “STOP” in response to any texts, orby emailing help@doorlist.app and specifying you want to opt-out of texts. You may opt-out of receiving calls from us by stating that you no longer wish to receive calls during any call with us, or by emailing help@doorlist.app and specifying you want to opt-out of calls. You understand that we may send you a text confirming any opt-out by you.

3.             Contract between Hosts and Guests

‍You acknowledge and agree that a legally binding contract (the “Event Contract”) is formed when you register for or purchaseTickets to an Event and agree on the terms of that Event with a Host. Guest andHost are responsible for abiding by contract formation laws and requirements and have complete discretion both with regard to whether to enter into a written Event Contract with each other and with regard to the terms of any EventContract, provided that any such agreements do not conflict with, narrow, or expand DoorList’s rights and obligations under this Agreement and provided that such agreements abide by required law. The terms of the Event Contract shall be deemed to include the terms set forth in this section.

The Event Contract is a contractual relationship directly between the Guest and Host and you agree that DoorList is not a party to any Event Contract and the formation of an Event Contract will not, under any circumstance, create any service or partner relationship between DoorList and the Host. DoorList’s role is solely limited to providing a platform where Users may host or attend Events and to facilitate Event registrations and Ticket purchases between the parties using the applicable third party payment processing system (the “PSP”). In acting as the limited payment facilitation agent for particular Services, DoorList disclaims any other agency or authority to act on behalf of the Host or the Guest, and assumes no liability or responsibility for any acts or omissions of the Host or the Guest, either within or outside of the DoorList Platform.

Each User agrees to comply with the Event Contract and this Agreement during the registration, purchase, attendance and performance of an Event. Both Users agree to notify DoorList of any disputes prior to negotiation of or filing of any claims and to negotiate any dispute informally for at least 30 days after notification (via certified mail or personal delivery) before initiating any proceeding. DoorList reserves the right to suspend or terminate any Account pending the resolution of any dispute.

4.             Billing and Payment

Ticket Purchases

‍Guests on the DoorListPlatform purchase Tickets directly from Hosts. Each Host provides pricing and payment method through the DoorList Platform. Payment for Services is made directly from the Guest to the Host via the PSP, and not by or through DoorList.Guests will be solely responsible for paying for each Ticket that they purchase and DoorList is not obligated to pay Host for a Guest’s failure to pay.  

Payment and any other expenses must be paid through the PSP as indicated on the DoorList Platform.  You may be required to register with the PSP, agree to terms of service of the PSP, provide your payment details to the PSP and go through a vetting process at the request of the PSP to set up an account with the PSP (the “PSP Services Agreement”). By accepting these Terms of Service, each User agrees that they have downloaded or printed, and reviewed and agreed to, the PSP ServicesAgreement. Please note that DoorList is not a party to the PSP ServicesAgreement and that you, the PSP and any other parties listed in the PSPServices Agreement are the parties to the PSP Services Agreement and that DoorList has no obligations, responsibility or liability to any User or any other party under the PSP Services Agreement.

All prices and fees displayed on the DoorList Platform are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services or other taxes, fees or charges now in force or enacted in the future (“Taxes”). Any applicable Taxes are based on the rates applicable to the billing address you provide to Doorlist or the PSP, as applicable, and will be calculated at the time of a transaction is charged to your Account. Unless otherwise indicated, all prices, fees and other charges are in U.S. dollars, and all payments shall be in U.S. currency.  

‍In-App Purchases

‍The DoorList Platform may include additional products, services or subscriptions that can be purchased through the Apple, Inc. App Store or the Google Play Store (each, an “App Store” and such purchase, an “In-App Purchase”). We may change our fees at any time by posting a new pricing structure to the DoorList Platform and/or sending you a notification by email. If you choose to make any In-AppPurchases, you agree that you have reviewed and agreed to the terms and conditions of the applicable App Store.

5.             In-App Chat and Organizations

‍The DoorListPlatform allows you to create and join virtual groups where you can connect with other Users (“Organizations”) as well as send messages to and receive messages from other individuals and to members of Organizations that you have created or joined via in-app messaging. If you join an Organization, you may leave the Organization or opt-out from any communications from thatOrganization at any time through the DoorList Platform. Organizations are administered by Users (“Administrators”) who control membership, rules and permissions of the Organization and who may moderate the content shared within the Organization and among its members. Administrators of anOrganization, in their sole discretion, may add, remove or change permissions for Users from that Organization and may assign or remove other Administrators.DoorList does not endorse and is not responsible for any actions taken byAdministrators but reserves the right to revoke or limit a User’s ability to act as an Administrator at any time for any reason.

Administrators hereby agree that they will administer Organizations and moderate content shared within an Organization only in compliance with these Terms of Service and that they are not and will not represent that they are authorized to act on behalf of DoorList or as a representative of DoorList.

‍6.             User Generated Content

‍“User Generated Content” is defined as any content, information, and materials that may be textual, audio, or visual that you provide, submit, upload, publish, or make otherwise available to the DoorList Platform and its Users, including, without limitation, details about Events or Organizations, photos uploaded from Events and content shared through chat messages. You are solely responsible for User Generated Content, and we act merely as a passive conduit for your online distribution and publication of your User Generated Content.You acknowledge and agree that DoorList:

- Is not involved in the creation or development of User Generated Content.

- Disclaims any responsibility for User Generated Content.

- Cannot be liable for claims arising out of or relating to User Generated Content.

- Is not obligated to monitor, review, or remove User Generated Content, but reserves the right to limit or remove User Generated Content on the DoorList Platform at its sole discretion.

You hereby represent and warrant to DoorList that your User Generated Content (i) will not be false, inaccurate, incomplete or misleading; (ii) will not infringe on any third party’s copyright, patent, trademark, trade secret or other proprietary right or rights of publicity, personality or privacy; (iii) will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, false advertising, anti-spam or privacy); (iv) will not be defamatory, libelous, unlawfully threatening, or unlawfully harassing; (v) will not be obscene or contain pornography (including but not limited to child pornography) or be harmful to minors; (vi) will not contain any viruses, TrojanHorses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (vii) will not represent you being employed or directly engaged by or affiliated with DoorList or purport you to act as a representative or agent of DoorList; and (viii) will not create liability for DoorList or cause DoorList to lose (in whole or in part) the services of its internet service providers or other suppliers.

By making available any User Generated Content through the DoorList Platform, you hereby grant to DoorList a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, access, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Generated Content on, through or by means of theDoorList Platform. We do not claim any ownership rights in any such User Generated Content and nothing in thisAgreement will be deemed to restrict any rights that you may have to use and exploit any such User Generated Content.

We also reserve the right to access, read, preserve, and disclose any User GeneratedContent or other information as we reasonably believe is necessary to (1)satisfy any applicable law, regulation, legal process or governmental request,(2) enforce these Terms of Service, including investigation of potential violations hereof, (3) detect, prevent, or otherwise address fraud, security or technical issues, (4) respond to user support requests, or (5) protect the rights, property or safety of DoorList, its Users and the public. DoorList does not disclose personally-identifying information to third parties except in accordance with our Privacy Policy.

7.             Representations and Warranties

‍You represent and warrant that: (i) you are 18 years of age or older or are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts, and(ii) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.

You further represent and warrant that (i) you have read, understand, and agree to be bound by these Terms of Service and the Privacy Policy in order to access and use theDoorList Platform, (ii) you will fulfill any commitments you make to otherUsers, including paying and receiving payment for Event Tickets through the DoorListPlatform using the PSP (as defined below), hosting Events in accordance with the terms and conditions agreed upon on the DoorList Platform, and only utilizing the PSP specified or approved by us to make or receive payment on theDoorList Platform, (iii) you will act professionally and responsibly in your interactions with other Users and (iv) when using or accessing the DoorList Platform, you will act in accordance with any applicable local, state, or federal law or custom and in good faith.

You agree not to engage in any of the following prohibited activities, among others: (i)copying, distributing, or disclosing any part of the DoorList Platform in any medium other than as allowed by the DoorList Platform and these Terms ofService; (ii) using any automated system (other than any functionalities of theDoorList Platform), including without limitation “robots,” “spiders,” “offline readers,” etc., to access the DoorList Platform; (iii) transmitting spam, chain letters, or other unsolicited email or attempting to phish, pharm, pretext, spider, crawl, or scrape; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the DoorList Platform; (v) violating any international, federal, provincial or state regulations, rules, laws, or local ordinances;(vi) conducting any unlawful purposes or soliciting others to perform or participate in any unlawful acts; (vii) uploading invalid data, viruses, worms, or other software agents through the DoorList Platform; (viii) infringing upon or violate our intellectual property rights or the intellectual property rights of others; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) harassing, insulting, harming, abusing, defaming, slandering, harassing, stalking, threatening, disparaging, intimidating, discriminating in any way, including, but not limited to, discrimination based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability, or otherwise violating the legal rights (such as of privacy and publicity) of any other Users of the DoorList Platform or DoorList’s employees, affiliates or partners or the employees, affiliates or partners of any other business with which DoorList does business; (xi) submitting false or misleading information to the DoorList Platform; (xii) creating unlawful, misrepresentative or fraudulent Organizations or Events with the intent to deceive or scam Users;(xiii) interfering with or any activity that threatens the performance, security or proper functioning of the DoorList Platform; (xiv) uploading or transmitting viruses or any other type of malicious code; (xiii) attempting to decipher, decompile, disassemble or reverse engineer any of the software or algorithms used to provide the DoorList Platform; (xv) bypassing the security features or measures we may use to prevent or restrict access to the DoorList Platform, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the DoorList Platform or the content therein; (xvi) attempting to access unauthorized Accounts or to collector track the personal information of others; (xvii) using the DoorList Platform for any purpose or in any manner that infringes the rights of any third party; or (xviii) encouraging or enabling any other individual to do any of the foregoing.

You hereby warrant and represent that, other than as fully and promptly disclosed to DoorList as set forth below, you do not have any motivation, status, or interest which DoorList may reasonably wish to know about in connection with the DoorList Platform, including without limitation, if you are using or will or intend to use the DoorListPlatform for any journalistic, investigative, or unlawful purpose. You hereby warrant and represent that you will promptly disclose to DoorList in writing any such motivation, status or interest, whether existing prior to registration or as arises during your use of the DoorList Platform.

Additional Representations and Warranties for Hosts

By registering or using the DoorList Platform to host Events, as a Host, you represent and warrant that you and your affiliates, employees, agents, vendors and service providers who may perform work for you, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which you may be subject in the jurisdiction(s) in which you host Events and in relation to the specific Event that you are hosting. As a Host, you additionally represent and warrant that you will host Events safely and in accordance with all applicable laws.

User Vetting

In DoorList’s sole discretion, Users may be subject to a vetting process before they can register for and during their use of the DoorList Platform, including but not limited to a verification of identity through third-party services as appropriate (“Identity Checks”). Although DoorList may perform Identity Checks, DoorList is not required to do so and cannot confirm that each User is who they claim to be. DoorList cannot and does not assume any responsibility for the accuracy or reliability ofIdentity Check information or any information provided through the DoorList Platform.DoorList has discretion to include or exclude potential Users based off of vetting process results.

When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you don’t know. DoorList will not be liable for any false or misleading statements made by Users of the DoorList Platform. NEITHER DOORLIST NOR ITS AFFILIATES, INCLUDING THEIR RESPECTIVE DIRECTORS, OFFICERS,SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES, ATTORNEYS, REPRESENTATIVES,LICENSORS, INSURERS, EMPLOYEES, SUCCESSORS AND ASSIGNS (HEREINAFTER REFERRED TO COLLECTIVELY AS “DOORLIST AND AFFILIATES”)IS RESPONSIBLE FOR THE CONDUCT, ACTS, OR OMISSIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE DOORLIST PLATFORM AND YOU HEREBY RELEASE DOORLIST AND AFFILIATES FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, OR DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE DOORLIST PLATFORM.

Licenses

Hosts alone are responsible for identifying and obtaining any required licenses, permits, or registrations before hosting Events. Certain types of Events may be prohibited altogether, whether by local law or regulation or venue terms, and it is the responsibility of Hosts to avoid such prohibited services. Penalties may include fines or other enforcement. If you have questions about how local laws apply to an Event, you can and should first seek separate legal guidance.

8.             Mobile App Updates and Upgrades

‍By installing theApp, you consent to the installation of the App and any updates or upgrades that are released through the DoorList Platform. The App (including any updates or upgrades) may (i) cause your device to automatically communicate with DoorList’s servers to deliver the App functionality and to record usage metrics, (ii)affect App-related preferences or data stored your device, and (iii) collect personal information as set out in our Privacy Policy, including location information. You can uninstall the App at any time.

9.             Termination and Suspension

‍Unless otherwise agreed to in writing between you and DoorList, either party may terminate theseTerms of Service for any or no cause, at any time.  You may cancel and delete your Account at anytime by either using the features on the DoorList Platform to do so (if applicable and available) or by written notice to help@doorlist.app. After cancellation, you will no longer have access to your Account, your profile or any other information through the DoorList Platform. The provisions of these Terms of Service which by their intent or meaning intended to survive such termination, including without limitation the provisions relating to disclaimer of warranties, limitations of liability, and indemnification, shall survive the any termination of these Terms of Service and any termination of your use of or subscription to the DoorList Platform and shall continue to apply indefinitely.  

We reserve the right to refuse the DoorList Platform to anyone for any reason at anytime.  DoorList may terminate or limit your right to use the DoorList Platform in the event that we are investigating or believe that you have breached any provision of this Agreement, by providing you with written or email notice. Such termination or limitation will be effective immediately upon delivery of such notice.  If DoorList terminates or limits your right to use the DoorList Platform pursuant to this section, you are prohibited from registering and creating a new Account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.

Even after your right to use the DoorList Platform is terminated or limited, this Agreement will remain enforceable against you. DoorList reserves the right to take appropriate legal action, including but not limited to pursuing arbitration in accordance with Section 16 of these Terms of Service.

DoorList reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the DoorList Platform at its sole discretion. DoorList is not liable to you for any modification or discontinuance of all or any portion of the DoorList Platform. DoorList has the right to restrict anyone from completing registration as a User if DoorList believes such person may threaten the safety and integrity of the DoorList Platform, or if, in DoorList’s discretion, such restriction is necessary to address any other reasonable business concern.

Following the termination or cancellation of your Account, we reserve the right to delete all your data, including any User Generated Content, in the normal course of operation. Your data cannot be recovered once your Account is terminated or cancelled.

10.          Links to Third-Party Websites

‍The DoorList Platform may contain links (such as hyperlinks) to third-party websites. Such links do not constitute endorsement by DoorList or association with those websites, their content or their operators. Such links (including without limitation external websites that are framed by the DoorList Platform as well as any advertisements displayed in connection therewith) are provided as an information service, for reference and convenience only. DoorList does not control any such websites, and is not responsible for their (i) availability or accuracy, or (ii) content, advertising, products, or services. It is your responsibility to evaluate the content and usefulness of the information obtained from other websites. You acknowledge and agree that DoorList is not involved in the creation or development of third-party websites and disclaims any responsibility for third-party websites, and cannot be liable for claims arising out of or relating to third-party websites. Further, you acknowledge and agree that DoorList has no obligation to monitor, review, or remove links to third-party websites, but reserves the right to limit or remove links to third-party websites on the DoorList Platform at its sole discretion.

The use of any website controlled, owned or operated by third parties is governed by the terms and conditions of use and privacy policies for those websites. You access such third-party websites at your own risk. DoorList expressly disclaims any liability arising in connection with your use and/or viewing of any websites or other material associated with links that may appear on the DoorList Platform.You hereby agree to hold DoorList harmless from any liability that may result from the use of links that may appear on the DoorList Platform.

As part of the functionality of the DoorList Platform, you may link your Account with online accounts you may have with third-party service providers (such as Google) (each such account, a “Third-Party Account”)by either: (i) providing your Third-Party Account login information through theDoorList Platform; or (ii) allowing DoorList to access your Third-PartyAccount, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to DoorList and/or grant DoorList access to your Third-Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating DoorList to pay any fees or making DoorList subject to any usage limitations imposed by such third-party service providers. By granting DoorList access to any Third-Party Accounts, you understand that (1) DoorList may access, make available and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “SNS Content”) so that it is available on and through the DoorList Platform via your Account, including, without limitation, calendar events, and (2) DoorList may submit and receive additional information to your Third-Party Account to the extent you are notified of this when you link your Account with theThird-Party Account. Unless otherwise specified in these Terms of Service, allSNS Content, if any, shall be considered to be User Generated Content.Depending on the Third-Party Accounts you choose, and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your Account on the DoorList Platform. Please note that if a Third-Party Account or associated service becomes unavailable or DoorList’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content may no longer be available on and through the DoorListPlatform. You will have the ability to disable the connection between your Account on the DoorList Platform and your Third-Party Accounts at any time, as set forth below. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY PROVIDERS. DoorList makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and DoorList is not responsible for any SNS Content.

11.          Intellectual Property Rights

‍All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, trademarks, logos, typefaces and other content (collectively “Proprietary Material”) that Users see or read through the DoorList Platform is owned by DoorList, excluding UserGenerated Content, which Users hereby grant DoorList a license to use.Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. DoorList owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such ProprietaryMaterials as a Collective Work under the United States Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws governing copyright, patents, and other proprietary rights.Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the DoorList Platform without DoorList’s express prior written consent and, if applicable, the holder of the rights to the User Generated Content.

Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of DoorList and, if applicable, the holder of the rights to the User Generated Content.

The service marks and trademarks of DoorList, including without limitation DoorList and DoorList logos, are service marks owned by DoorList. Any other trademarks, service marks, logos and/or trade names appearing via the DoorList Platform are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.

Additionally, you may choose to or we may invite you to submit comments, ideas, or feedback about the DoorList Platform, including without limitation about how to improve our services or our products (“Feedback”).By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited, and without restriction and will not place DoorList under any fiduciary or other obligation, and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback on anon-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, DoorList does not waive any rights to use similar or related Feedback previously known to DoorList, developed by its employees, or obtained from sources other than you. You acknowledge that all email and other correspondence that you submit to us shall become our sole and exclusive property.

Subject to the terms and conditions hereof, you are hereby granted a limited, nonexclusive, nontransferable, freely revocable, license to access and use the DoorList Platform.  We may terminate this license at any time for any reason or no reason.  The DoorList Platform and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, reports generated by the DoorList Platform, and copyrights (the “DoorList Content”),and all Intellectual Property Rights (as defined below) related thereto, are the exclusive property of DoorList or, as applicable, its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, publicly distribute, publicly transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the DoorList Platform. Use of the DoorList Content or materials on the DoorList Platform for any purpose not expressly permitted by this Agreement is strictly prohibited. For the purposes of this Agreement, “IntellectualProperty Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

Your use of the DoorListPlatform and the relating licenses granted hereunder are also conditioned upon your strict adherence to the letter and spirit of the various applicable guidelines and any end user licenses associated with your use of the App. DoorList may modify such guidelines in its sole discretion at any time. DoorList reserves the right to terminate your Account and access to the DoorList Platform if it determines that you have violated any such applicable guidelines.

12.          Copyright Complaints and Copyright Agent

‍DoorList respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials provided on or in connection with the DoorList Platform infringe upon your copyright or other intellectual property right, please send the following information to DoorList’s CopyrightAgent at david@doorlist.appor 264 W 40^th StSuite 601 New York, NY 10018

‍●     A description of the copyrighted work that youclaim has been infringed, including the URL (Internet address) or otherspecific location on the DoorList Platform where the material you claim isinfringed is located. Include enough information to allow DoorList to locatethe material, and explain why you think an infringement has taken place;

●     A description of the location where the original or an authorized copy of the copyrighted work exists -- for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;

●     Your address, telephone number, and e-mail address;

●     A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

●     A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and

●     An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.

13.          Confidential Information

‍You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of DoorList and agree that you will not disclose, transfer, use(or seek to induce others to disclose, transfer or use) any ConfidentialInformation for any purpose other than using the DoorList Platform in accordance with these Terms of Service. If relevant, you may disclose theConfidential Information to your authorized employees and agents provided that they are also bound to maintain the confidentiality of ConfidentialInformation. You shall promptly notify DoorList in writing of any circumstances that may constitute unauthorized disclosure, transfer, or use of ConfidentialInformation. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to DoorList upon termination of this Agreement for any reason whatsoever.

The term “Confidential Information” shall mean any and all of DoorList’s trade secrets, confidential and proprietary information, and all other information and data of DoorList that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other proprietary and confidential information relating to DoorList or DoorList’s business, operations or properties, including information about DoorList’s staff, Users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.

14.          Disclaimer of Warranties

‍THE DOORLIST PLATFORM IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND,EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. DOORLIST MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE DOORLIST PLATFORM OR THE CONTENT OF ANY SITES LINKED TO THE DOORLIST PLATFORM AND ASSUMES NO LIABILITY OR RESPONSIBILITY IN CONTRACT, WARRANTY OR IN TORT FOR ANY (I) ERRORS,MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE,OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE DOORLIST PLATFORM OR ATTENDANCE OF ANY EVENTS LISTED ON THE DOORLIST PLATFORM, (III) ANY ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; AND (IV) EVENTS BEYOND OUR REASONABLE CONTROL.

DOORLIST DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED ON THE DOORLIST PLATFORM.

UNDER NO CIRCUMSTANCES WILL DOORLIST AND AFFILIATES OR THEIR CORPORATE PARTNERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, ACTUAL, CONSEQUENTIAL, ECONOMIC,SPECIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSSOF DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY DOORLIST, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES)ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE DOORLIST PLATFORM,EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN THEIR ENTIRETY.

IF,NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT DOORLIST AND AFFILIATES OR THEIR CORPORATE PARTNERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE LOWER OF (I) THE TOTAL FEES PAID BY YOU TO DOORLIST DURING THE SIX MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE OR (II) ONE HUNDRED DOLLARS($100), TO THE EXTENT PERMITTED BY APPLICABLE LAW.

15.          Indemnification

‍You hereby agree to indemnify, defend, and hold harmless DoorList and its officers, directors, employees, agents, attorneys, insurers, successors and assigns (the “Indemnified Parties”) from and against any and all liabilities incurred in connection with (i) any Events that you host; (ii) your use or inability to use the DoorList Platform, or (iii) your breach or violation of this Agreement; (iv) your violation of any law, or the rights of any User or third party and (v) any content submitted by you or using your Account to the DoorList Platform, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. You also agree to indemnify the IndemnifiedParties for any liabilities resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or loan on our infrastructure. DoorList reserves the right, in its own sole discretion, to assume the exclusive defense and control at its own expense of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the prior written consent of DoorList.

‍16.          Dispute Resolution – Arbitration & Class Action Waiver

‍PLEASE READ THIS SECTION CAREFULLY — ITAFFECTS YOUR LEGAL RIGHTS AND GOVERNS HOW YOU AND DOORLIST CAN BRING CLAIMSAGAINST EACH OTHER. THIS SECTION WILL, WITH LIMITED EXCEPTION, REQUIRE YOU AND DOORLISTTO SUBMIT CLAIMS AGAINST EACH OTHER TO BINDING AND FINAL ARBITRATION ON ANINDIVIDUAL BASIS.

‍You agree that,in the event any dispute or claim arises out of or relating to your use of the DoorListPlatform, you will contact us at help@doorlist.app and you and DoorList willattempt in good faith to negotiate a written resolution of the matter directly.You agree that if the matter remains unresolved for 30 days after notification(via certified mail or personal delivery), such matter will be deemed a “Dispute”as defined below.  Except for the rightto seek injunctive or other equitable relief described under the “BindingArbitration” section below, should you file any arbitration claims, or anyadministrative or legal actions without first having attempted to resolve thematter by mediation, then you agree that you will not be entitled to recoverattorneys' fees, even if you may have been entitled to them otherwise.

‍Binding Arbitration. You and DoorList agree that any dispute, claim or controversy arising out of or relating to this Agreement or to your use of the DoorList Platform (collectively “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. This means that you and DoorList both agree to waive the right to a trial by jury. Notwithstanding the foregoing, you may bring a claim against DoorList in “small claims” court, instead of by arbitration, but only if the claim is eligible under the rules of the small claims court and is brought in an individual, non-class, and non-representative basis, and only for so long as it remains in the small claims court and in an individual, non-class, and non-representative basis.

‍Class Action Waiver. You and DoorList agree that any proceedings to resolve Disputes will be conducted on an individual basis and not in a class, consolidated, or representative action. This means that you and DoorList both agree to waive the right to participate as a plaintiff asa class member in any class action proceeding. Further, unless you and DoorList agree otherwise in writing, the arbitrator in any Dispute may not consolidate more than one person’s claims and may not preside over any form of class action proceeding.

Arbitration Administration and Rules. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with theCommercial Arbitration Rules and the Supplementary Procedures for ConsumerRelated Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution’ section. (The AAA Rules are available at http://www.adr.org or by calling the AAA at 1-800-778-7879).

‍Arbitration Process. A party who desires to initiate the arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge oran attorney licensed to practice law in the state of [California] and will be selected by the parties from the AAA’s roster of arbitrators with relevant experience. If the parties are unable to agree upon an arbitrator within seven days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with AAA Rules.

‍Arbitration Location and Procedure. Unless you and DoorList agree otherwise, the seat of the arbitration shall be in New York, NY. If your claim does not exceed USD$10,000, then the arbitration will be conducted solely on the basis of documents you and DoorList submit to the arbitrator, unless you request a hearing and the arbitrator then determines that a hearing is necessary. If your claim exceeds USD$10,000, your right to a hearing will be determined by AAARules. Subject to AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. Hearings may be conducted by telephone or video conference, if requested and agreed to by the parties.

‍Arbitrator’s Decision and Governing Law. The arbitrator shall apply New York law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized by law. The arbitrator will render an award within the timeframe specified in the AAARules. Judgment on the arbitration may be entered in any court having jurisdiction thereof. Any award of damages by an arbitrator must be consistent with the “Disclaimers and Limitations of Liability” section above. The arbitrator may award declaratory or injunctive relief in favor of the claimant only to the extent necessary to provide relief warranted by the claimant’s individual claim.

‍Fees. Each party’s responsibility to pay the arbitration filing, administrative and arbitrator fees will depend on the circumstances of the arbitration and are set forth in the AAA Rules.

17.          Governing Law

‍Except as provided in Section 16 or expressly provided in writing otherwise, thisAgreement and your use of the DoorList Platform will be governed by, and will be construed under, the laws of the State of New York, without regard to choice of law principles. This choice of law provision is only intended to specify the use of New York law to interpret this Agreement.

18.          No Agency; No Employment

‍No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.

19.          General Provisions

‍Failure by DoorList to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the complete and exclusive agreement between you and DoorList with respect to its subject matter, and supersedes and governs any and all prior agreements or communications. The provisions of this Agreement are intended to be interpreted in a manner which makes them valid, legal, and enforceable. Except for the “Class Action Waiver” in Section 16, in the event any provision is found to be partially or wholly invalid, illegal or unenforceable, (i) such provision shall be modified or restructured to the extent and in the manner necessary to render it valid, legal, and enforceable or, (ii) if such provision cannot be so modified or restructured, it shall be excised from the Agreement without affecting the validity, legality or enforceability of any of the remaining provisions. This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (1) to a parent or subsidiary, (2) to an acquirer of assets, or (3) to any other successor or acquirer. Any assignment in violation of this section shall be null and void. This Agreement will inure to the benefit of DoorList, its successors and assigns.

20.          Changes to this Agreement and the DoorList

PlatformDoorList reserves the right, at its sole and absolute discretion, to change, modify, add to, supplement, suspend, discontinue, or delete any of the terms and conditions of this Agreement (including these Terms of Service and Privacy Policy) and review, improve, modify or discontinue, temporarily or permanently, the DoorListPlatform or any content or information through the DoorList Platform at anytime, effective with or without prior notice and without any liability to DoorList.DoorList will endeavor to notify you of material changes by email, but will not be liable for any failure to do so. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with thisAgreement, you must terminate, and immediately stop using, the DoorList Platform.Your continued use of the DoorList Platform following any revision to thisAgreement constitutes your complete and irrevocable acceptance of any and all such changes. DoorList may also impose limits on certain features or restrict your access to part or all of the DoorList Platform without notice or liability.

21.          No Rights of Third Parties

‍None of the terms of this Agreement are enforceable by any persons who are not a party to thisAgreement.

22.          Notices and Consent to Receive Notices Electronically

‍You consent to receive any agreements, notices, disclosures and other communications(collectively, “Notices”) to which this Agreement refers electronically including without limitation by e-mail orby posting Notices on the DoorList Platform. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing. Unless otherwise specified in this Agreement, all notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by a recognized overnight delivery service.

23.          Contacting Us

‍If you have any questions about these Terms of Service or about the DoorList Platform, please contact us by email at help@doorlist.app or by mail to DoorList EventManagement, Inc., 264 W 40th St., Suite 601, New York, NY 10018.

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