These Terms and Conditions form part of the contract between Overtime Elite Arena, 230 17th St NW, 30363 Atlanta, US (hereinafter "Organizer") and the purchaser (hereinafter "End Customer") of access rights, participation rights, admission rights, visitation rights or reservations and coupons for the foregoing or similar or related rights (hereinafter "Tickets") or other products or services (such as merchandise) (together “Offers”), which the Organizer may provide using technology platforms, software and services operated by vivenu. “End Customer,” as that term is used herein, includes also individuals and legal entities who have not purchased Tickets or other Offers directly from the Organizer, but are entitled to participate in an event (such as through resale of Tickets, where permitted).
All communication with the Organizer regarding Tickets and Offers should be addressed to: Overtime Elite Arena, 230 17th St NW, 30363 Atlanta, US
The Organizer hereby informs the End Customer that vivenu GmbH (hereinafter "vivenu") together with its affiliated companies, is a provider of technology platforms, software and services (hereinafter "vivenu Services"), which are used by the Organizer to sell Tickets and provide Offers for artistic, cultural, athletic or other events, theater plays, concerts, meetings, seminars, leisure and other events, museums, historic sites, cinematic exhibitions, operas, lectures, conferences, continuing educational events, educational courses and other events and performances (whether physical or virtual) (hereinafter, each an "Event") and to sell Tickets, market other offers and process transactions related to Events to End Customers. vivenu is a technology platform provider to the Organizer under license. vivenu is not a ticket broker and is not the organizer of any Event.
There is no contract between vivenu and the End Customer. Upon the successful completion of a purchase transaction between the Organizer and the End Customer using the vivenu Services, a contract will exist between the Organizer and the End Customer only, notwithstanding the fact that Tickets or Offers may contain statements such as "powered by vivenu" or similar designations, and notwithstanding that the Organizer advertises, offers and/or distributes the Tickets or Offers via the domains and sub-domains of vivenu (e.g., vivenu.com). No purchase, services or other agreement is concluded between the End Customer and vivenu.
The End Customer acknowledges that the Organizer may make the sale of Tickets and other Offers subject to the acceptance of further conditions, data protection declarations, instructions for cancellation and other contractual components by the End Customer and other restrictions (such as maximum number of Tickets for an Event). The Organizer or vivenu (on behalf of the Organizer) shall be entitled to refuse or reject the conclusion of purchase transactions with the End Customer for any legal reason.
The End Customer acknowledges that the total purchase price of Tickets and Offers shall be determined or modified solely by the Organizer or third parties who sell to or through the Organizer. The total purchase price may exceed the ticket price indicated on a Ticket or in the Organizer’s ticket storefront. The calculation of the total purchase price shall be based on the indicated ticket price with the addition of any markup, fees, surcharges and taxes. The End Customer shall be notified of the total purchase price to be paid by the End Customer before the completion of the purchase transaction. Payment of the total purchase price can only be made by the payment methods provided by the Organizer or vivenu (on behalf of the Organizer).
The contract between the Organizer and the End Customer for the purchase and sale of Tickets or Offers shall deemed completed only when the Organizer or vivenu (on behalf of the Organizer) has confirmed the transaction with the End Customer (e.g., by providing the transaction confirmation or by the assignment and subsequent transfer of a Ticket with the corresponding ticket ID). The completion of the ordering process, without such confirmation, such does not constitute a binding contract and does not entitle the End Customer to participate in an Event.
If Ticket quotas (both the total quota for the Event and the quotas of individual categories of Tickets) have been exceeded due to technical issues, the Organizer or vivenu (on behalf of the Organizer) shall notify the End Customer. The Organizer or vivenu (on behalf of the Organizer) may revoke the corresponding Tickets with repayment of the corresponding total purchase price.
3. Form of Tickets
Unless otherwise agreed by the End Customer and the Organizer or vivenu (on behalf of the Organizer), the End Customer will receive an automated email message from vivenu (on behalf of the Organizer) to confirm the order and an additional email message with a link to the Tickets purchased for the corresponding Event. The form of the Tickets provided will depend on the method of admission entry utilized by the Organizer for a particular Event and will be communicated to the End Customer (such as by downloading and printing the Ticket, digital wallet or other options). To participate in an Event, the Ticket must be presented in the form provided. Presentation of the email for the order confirmation alone (without providing the Ticket in the correct form) does not entitle the End Customer to participate in an Event.
If the Organizer provides such option, the End Customer has the ability to order Tickets in printed form and shipped to the End Customer for an additional fee (hereinafter "Printed Tickets").
The End Customer is required to verify that the purchased Tickets are correct in terms of quantity, price, date, event, venue and other essential details. Any complaint about incorrect Tickets must be reported to the Organizer or vivenu (on behalf of the Organizer) promptly after the purchase, and in no event later than five business days following the End Customer’s becoming aware of the issue that is the subject of the complaint.
The transfer of ownership of Tickets or related rights to the End Customer shall only occur upon the full payment of the total purchase price and the settlement of all outstanding claims for payment from the End Customer to the Organizer.
The End Customer must provide truthful, complete and correct information as part of the purchase transaction. The Organizer or vivenu (on behalf of the Organizer) shall be authorized to verify the information provided by the End Customer using appropriate legal means (such as credit reports when properly authorized).
4. Rights and Obligations
The Organizer or vivenu (on behalf of the Organizer) shall communicate all relevant requirements regarding an Event, Tickets or other Offer (such as the scope or content, place, time, organizer, price, fees and taxes, requirements and restrictions on participation, access controls, form of Tickets to be presented, accessibility, venue plan, house rules and other codes of conduct for the respective venue and other restrictions or essential information that could reasonably affect the End Customer’s decision to purchase).
The End Customer hereby acknowledges and agrees to such requirements, which are part of the contract between the Organizer and the End Customer.
It is the sole responsibility of the End Customer to verify his or her capability and/or willingness to meet the requirements communicated by the Organizer. The Organizer may refuse or terminate the participation of an End Customer in an Event upon non-compliance with such requirements.
If the Organizer or vivenu (on behalf of the Organizer) reasonably suspects abuse or legal violations (including legal violations of these General Terms and Conditions or other applicable terms of the contract between the Organizer and the End Customer), such as through fraudulent, illegal or breach of disloyal activities or of corresponding circumvention or attempts to circumvent such provisions and conditions, the Organizer or vivenu (on behalf of the Organizer) may revoke the validity of a Ticket without compensation before or during an Event and deny the End Customer the right to participate in an Event or remove the End Customer from the Event.
If Tickets are damaged, lost or stolen, the End Customer must notify the Organizer and vivenu without delay. If the End Customer loses a Ticket, the Organizer or vivenu shall not be obligated to provide a replacement.
Unless otherwise agreed, the validity of a Ticket shall be restricted to the respective Event (in particular, in terms of time and place) and, if necessary, the respective seat or seat unit or the corresponding ticket category. The Ticket shall become invalid once the Event has ended.
The End Customer acknowledges that vivenu has no obligation to instruct, verify or supervise the Organizer regarding its obligations to End Customers for Tickets, Events and other Offers made by the Organizer, which are offered and processed via vivenu Services. The Organizer is solely responsible for the communication, publications and information, and vivenu does not bear responsibility in that regard. vivenu has no obligation to instruct, audit or supervise the Organizer in relation to its obligations towards End Customers. Further, vivenu has no obligation to check the timeliness, correctness or completeness of the Organizer’s published communication and information. This applies even if employees of vivenu act on behalf of the Organizer or if the Organizer uses contractual documents and templates provided by vivenu.
Furthermore, the End Customer acknowledges that vivenu does not guarantee uninterrupted accessibility and usability of the vivenu Services. vivenu does not bear any liability for delays or errors in the transmission, storage failures and associated limitations of the vivenu Services. During maintenance work there may be temporary disruptions of the web site and/or individual vivenu Services.
5. Transfer of Tickets
Tickets may be transferred. To re-assign/personalize Tickets or any related identification information, please contact the Organizer. A processing fee may apply to this service.
6. Revocation, Cancellation, Refund, Return and Exchange of Tickets
In Case of no significant Changes, Postponement or Cancellation of the Event
There are no rights of revocation, return, cancellation or exchange of Tickets for Events, except were otherwise provided by applicable law, or permitted in the sole discretion of the Organizer. Subject to the foregoing, any purchase of Tickets is binding immediately upon completion of the purchase transaction (i.e., confirmation from the Organizer that the purchase has been completed) and cannot be cancelled.
In Case of significant Changes, Postponement or Cancellation of the Event
In the event of significant modification, postponement or cancellation of an Event due to circumstances for which the Organizer is not responsible, the End Customer shall be entitled to return the Tickets and shall be entitled to a refund for the price of the Ticket less any processing fees.
vivenu shall process the exchange or refund on behalf of the Organizer. The refund will be made to the End Customer using a payment method selected by vivenu (on behalf of the Organizer).
A modification shall be considered significant if the modified Event is fundamentally different from the Event that the Ticket purchaser reasonably expected.
Except where otherwise provided by nonwaivable provisions of applicable law (e.g. in cases of breach of material contractual obligations, injury to life, body or health), the Organizer shall be liable only for intentional misconduct and gross negligence. Except where otherwise provided by nonwaivable provisions of applicable law, liability fora slightly negligent breach of material contractual obligations shall be limited in amount to the transaction value related to the transaction giving rise to the liability. Subject to the foregoing limitations, the Organizer shall not be liable for damages due to force majeure or violations of obligations by third parties.
To the extent that the Organizer’s liability is excluded or limited herein, the foregoing limitation of liability shall also apply to the personal liability of the Organizer’s legal representatives and agents as well as any representatives acting for the Organizer with regard to the End Customer, including without limitation vivenu and its affiliates, each of which representatives and agents is an intended third party beneficiary of the contract between the Organizer and the End Customer, with the power to enforce the contract as if a party hereto.
The End Customer hereby acknowledges and agrees that: Except as provided to the contrary by nonwaivable provisions of applicable law, vivenu shall have no liability to the End Customer when acting on behalf of the Organizer as an agent or otherwise. vivenu shall not be liable for damages caused by force majeure or breach of duty by third parties.
To the extent that vivenu’s liability is excluded or limited, this disclaimer or limitation of liability shall also apply to the personal liability of vivenu's legal representatives and vicarious agents as well as any representatives acting for vivenu with regard to the End Customer. Not in limitation of the foregoing, vivenu shall not be liable for damages resulting from an Event’s failure, cancellation, modification, relocation or defect or the Organizer’s insolvency or loss or delayed arrival or defects in Printed Tickets as well as limitations in vivenu Services.
8. Miscellaneous Provisions
These General Terms and Conditions shall take precedence over any provisions to the contrary in the contractual relationship between the Organizer and the End Customer.
The laws of the state of the incorporation of the Organizer shall apply, and the United Nations Convention on the International Sale of Goods (hereinafter “CISG”) shall not apply. This shall not affect statutory provisions restricting the choice of law and the applicability of mandatory provisions.
Insofar as the End Customer is not a Consumer, the exclusive place of jurisdiction for all disputes between (i) the End Customer and the Organizer shall be the registered office of the Organizer and (ii) between the End Customer and vivenu shall be Düsseldorf, Germany.
The End Customer shall be deemed to be a “Consumer” insofar as the purpose of the ordered deliveries and services is not attributed to his commercial or self-employed professional activity. Any natural person or legal entity as well as partnership with legal capacity acting in its commercial or self-employed professional activity when concluding the contract shall not be deemed a Consumer. Furthermore, the End Customer shall not be deemed a Consumer when purchasing services in connection with leisure activities if the contract provides for a specific date or period of time for the provision.
The following clauses apply to End Customers with their registered office, place of residence in the European Union:
The End Customer warrants that he has full legal capacity or the necessary powers of representation to conclude this contract.
The European Commission provides an internet platform for online dispute resolution at https://ec.europa.eu/consumers/odr(opens in a new tab). The Organizer and vivenu are not willing or obligated to participate in dispute resolution proceedings before a consumer arbitration board.
The following clauses apply to End Customers with their registered office, place of residence in the United States:
For any proceeding in the United States, the Parties hereby irrevocably waive the right to trial by jury.
BY ACCESSING ANY PORTION OF THE SITE OR THE MOBILE APPLICATION, OR BY USING THE VIVENU SERVICES, YOU AFFIRM THAT YOU ARE A RESIDENT OR CITIZEN OF THE UNITED STATES, YOU ARE AT LEAST 18 YEARS OF AGE, AND YOU AGREE TO THESE TERMS AND CONDITIONS. IF YOU ARE THE PARENT OR LEGAL GUARDIAN OF A MINOR WHO YOU WILL PERMIT TO ACCESS ANY PORTION OF THE SITE OR THE MOBILE APPLICATION, OR MAKE USE OF THE SERVICE, YOU AGREE THAT YOU TAKE FULL RESPONSIBILITY FOR THE MINOR’S USE OF THE SITE, MOBILE APPLICATION, AND/OR SERVICE, AND FOR THE MINOR’S COMPLIANCE WITH THESE TERMS AND CONDITIONS.
EXCEPT AS PROVIDED TO THE CONTRARY IN THE CONTRACT, VIVENU PROVIDES ITS SERVICES "AS IS" AND "AS AVAILABLE" TO THE ORGANIZER, AND NO CONTRACTUAL RELATIONSHIP EXISTS BETWEEN VIVENU AND THE END CUSTOMER. TO THE EXTENT THAT APPLICABLE LAW PERMITS THE DISCLAIMER OF EXPRESS OR IMPLIED WARRANTIES, ORGANIZER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING OR COURSE OF PERFORMANCE OR USAGE OF TRADE. THE END CUSTOMER ACKNOWLEDGES THAT THE ORGANIZER AND VIVENU DO NOT GUARANTEE THAT THE VIVENU SERVICES WILL ALWAYS BE SAFE, SECURE, OR ERROR-FREE, OR THAT THEY WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. THE ORGANIZER AND VIVENU ARE NOT RESPONSIBLE FOR THE ACTIONS OR INFORMATION OF THIRD PARTIES, AND THE END CUSTOMER HEREBY RELEASES THE ORGANIZER AND ITS AGENTS, INCLUDING WITHOUT LIMITATION VIVENU, FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM THAT THE END CUSTOMER HAS AGAINST ANY SUCH THIRD PARTIES. IF THE END CUSTOMER IS CALIFORNIA DOMICILED.
THE END CUSTOMER WAIVES CALIFORNIA CIVIL CODE §1542, WHICH SAYS: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
If any of the preceding provisions are, or become, ineffective or unenforceable in whole or in part, such condition shall not affect the validity of the remaining provisions. The same shall apply if and to the extent that a gap or ambiguity exists, and an appropriate provision that comes closest to that which the Organizer and the End Customer would have wanted economically shall replace the affected provision, if they had considered that gap or ambiguity.
9. Additional Provisions of the Organizer
The following additional provisions of the Organizer shall apply:
Overtime Elite Ticket Terms and Conditions
PLEASE READ THE FOLLOWING TERMS CAREFULLY AS THEY GOVERN YOUR RIGHTS UNDER THE TICKET AND, TO THE EXTENT ENFORCEABLE IN THE APPLICABLE JURISDICTION, CONTAIN A BINDING, INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER PROVISION BY WHICH YOU GIVE UP THE RIGHT TO FILE A LAWSUIT IN COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION WITH RESPECT TO ANY DISPUTES RELATING TO THE TICKET OR THE SPECIFIED EVENT FOR WHICH IT IS ISSUED.
THIS IS A REVOCABLE LICENSE; USER ACCEPTS RISK OF INJURY; NO RE-ENTRY PERMITTED. The ticket purchaser/holder, on behalf of the holder and any accompanying minor, including a minor holding a separate ticket (individually and collectively, the "Holder"), voluntarily assumes all risk of property loss and personal injury arising during its use and/or during the event for which the ticket is issued (the “Event”). Nobody will be allowed admission to the Event without a valid ticket. Overtime Elite, LLC (“Overtime Elite”) personnel may revoke the license and eject or refuse entry to the Holder for violation of these Terms and Conditions, Overtime Elite Arena’s Fan Code of Conduct (FAQs), or Overtime Elite Arena’s Safety Protocols (Covid-19). Holder consents to all searches of person or property upon entry into the Overtime Elite Arena and confiscation of any prohibited items. If the Holder elects not to consent, the Holder will be denied entry into the Overtime Elite Arena without refund. No refund or other remedy will be provided if the ticket holder is ejected or refused entry due to disorderly conduct, intoxication, or failure to comply with these Terms and Conditions, Overtime Elite Arena’s Fan Code of Conduct (FAQs), or Overtime Elite Arena’s Safety Protocols (Covid-19). Overtime Elite and Overtime Sports, Inc. and each of their affiliates, respective agents, officers and employees (collectively, the “Overtime Parties”) and certain sponsors and licensees of such Overtime Parties shall have the unrestricted right and license to use Holder’s image, likeness, name, voice, comments or other proprietary or public rights in any live or recorded audio, video, film, or photographic display or other transmission, exhibition, publication or reproduction made of, or at, the Event in any and all media, now or hereafter known, throughout the universe, in perpetuity, for any purpose, including commercial or promotional purposes, without further authorization or compensation. The rights granted herein to the Overtime Parties are assignable. The Holder agrees not to reproduce, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose, in any media now or hereafter existing, any picture, video, audio or other form of exploitation or reproduction of the Event, without the express written consent of Overtime Elite. Overtime Elite may choose to relocate the Event to another facility, with or without notice, and without liability, to Holder. In the event of a cancellation or rescheduling of the Event, Overtime Elite shall not be required to issue a refund provided that the Holder is given the right, within twelve months of the date of the original Event, to attend a rescheduled performance of the same Event or to exchange this ticket for a ticket of comparable price and location to another, similar Event, as determined by Overtime Elite, in its sole discretion. Overtime Elite reserves the right to change the seating arrangements in the performance areas of the Event due to unforeseen circumstances. All Holders that any seat changes affect will be notified when practicably possible. ALL TICKET SALES ARE FINAL. NO REFUNDS OR EXCHANGES EXCEPT AS PROVIDED HEREIN. THE SOLE AND EXCLUSIVE REMEDY (IF ANY) IF ADMISSION IS REFUSED OR REVOKED, OR THE EVENT IS CANCELLED AND NOT REPLAYED, IS A REFUND OF UP TO THE TICKET’S FACE VALUE SET BY OVERTIME ELITE. To ensure that all Event patrons agree to, and comply with, Overtime Elite Arena’s Fan Code of Conduct (FAQs), Overtime Elite Arena’s Safety Protocols (Covid-19), and all other Terms and Conditions herein, this ticket may not be resold or offered for resale. Without limiting the foregoing, any transfer of this ticket to any individual who fails to comply with the aforementioned policies may be deemed void by Overtime Elite.
WARNING: Holder recognizes that attendance of Holder at the Event is voluntary and may result in personal injury (including serious injury or death), illness and/or property damage and Holder agrees to abide by Overtime Elite Arena’s Fan Code of Conduct (FAQs), Overtime Elite Arena’s Safety Protocols (Covid-19), and all other Terms and Conditions herein, and to stay alert and remain aware of Holder's surroundings. By using this ticket or by attending, observing or participating in the Event, Holder acknowledges and assumes all risks and dangers associated with: (a) being a spectator before, during, and after a basketball game or other Event at Overtime Elite Arena (including all pre-game, post-game and between-game activities, promotions and competitions), and (b) attending, observing or participating in the Event, in each case, whether any such risk or danger occurs prior to, during or subsequent thereto, including specifically (but not exclusively) the danger of being injured by launched items; projectiles; persons; other hazards or distractions; and any incidents or accidents associated with crowds of people or the negligence or misconduct of other spectators. On behalf of Holder and the Holder’s heirs, assigns, executors, administrators, next of kin, anyone attending the Event with the Holder or for whom Holder has obtained an Event ticket (which persons the Holder represents have authorized the Holder to act on their behalf for purposes of these Terms and Conditions), and other persons acting or purporting to act on the Holder’s or their behalf (“Related Parties”), the Holder releases the Overtime Parties for liability for any claims arising from such injuries and hazards. The Overtime Parties shall not be responsible for punitive, incidental, consequential, indirect or special damages of any kind, or any damages beyond the face value of the ticket, including, without limitation, any amount paid in excess of face value for this ticket. On behalf of Holder and the Related Parties, the Holder agrees not to take any legal action, or cause others to take any action, which would infringe upon the Overtime Parties’ rights.
Should any current or future dispute, claim or cause of action related to this ticket or the Event arise between the Holder and the Overtime Parties, the Holder shall send a written notice describing the issue (a “Dispute Notice”) to 20 Jay Street, Suite 600, Brooklyn, NY 11201 Attn: Legal. Holder and the Overtime Parties agree to make a good-faith effort to resolve the dispute for at least 60 days (the “Negotiation Period”) following receipt of the Dispute Notice. If the parties cannot resolve the dispute within the Negotiation Period, the dispute shall, to the extent enforceable in the applicable jurisdiction, be resolved by mandatory, confidential, final, and binding arbitration held before a neutral, single arbitrator in Fulton County, Georgia conducted by JAMS. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. The costs of such arbitration shall be split evenly among the parties except upon an arbitrator’s finding that such split renders the arbitration cost-prohibitive to the Holder. Any and all issues relating or pertaining to arbitration or this arbitration clause, including but not limited to the threshold question of arbitrability or the enforceability or validity of this arbitration clause shall be delegated exclusively to the arbitrator selected pursuant to this provision. THE HOLDER AND OVERTIME PARTIES AGREE THAT ALL DISPUTES SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO LITIGATE IN COURT OR ARBITRATE ANY CLAIM AS A CLASS ACTION, REPRESENTATIVE ACTION, OR CLASS ARBITRATION.