Greenroom 360 Terms of Use

GREEN ROOM 360 Pty Ltd ACN 679 360 591 ("Greenroom", "we", "us" or "our") provides the Greenroom 360 platform and related services subject to these Terms of Use ("Terms"). By accessing or using our services, you agree to be bound by these Terms.

GENERAL TERMS (MANAGERS/ARTISTS/USERS)

1.
Introduction and Agreement
1.1

Welcome to the Greenroom 360 platform ("Greenroom 360").

1.2

Greenroom 360 is a complete end-to-end business management platform designed for management agencies and teams to save time and money. As a B2B SaaS product, Greenroom 360  will drive early revenue into the business, and act as a top-of-funnel driver of musicians and bands (as favourites to follow) and their fans (as users) to the B2C app. Greenroom 360 provide Managers and Artists (as defined below) the framework to holistcally manage all aspects of administration, commercialisation and communication between themeselves and their key stakeholders. Greenroom 360 applies an additonal layer of governance and compliance to their business applications that other software platforms cannot provide.

1.3

These Terms are binding and govern your use of Greenroom 360, which is owned and operated by GREEN ROOM 360 Pty Ltd ACN 679 360 591 ("Greenroom", "we", "us", "our").

1.4

These Terms are to be read together with our policy relating to privacy and data protection ("Privacy Policy") (accessible via greenroom360.com/privacy) (together the "Agreement"). To the extent of any inconsistency between these documents these Terms will prevail.

1.5

This Agreement forms a legally binding contract between you and Greenroom. By signing up to Greenroom 360, or using our Services (as defined below), or by clicking "I agree", you agree to be bound by this Agreement whether on your own behalf as a User or whether as an Authorised User or otherwise on behalf of any entity for who you use Greenroom 360 (as each term is defined below).

2.
Definitions and Interpretation
2.1

The following definitions apply to these Terms:

  • "Account" is defined in clause 4.
  • "Act" means the Corporations Act 2001 (Cth).
  • "Agreement" is defined in clause 1.4.
  • "Artists" means any person or group using the Services in their capacity of musicians or music producers.
  • "Applicable Laws" means the Act, the Privacy Laws, Australian Consumer Law and all other such laws, legislation, regulations, rules or directives which Greenroom, you and the Authorised User are subject to from time to time.
  • "API" means Application Programming Interface.
  • "Australian Consumer Law" means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
  • "Authorised User" means those of your employees, agents and contractors who are authorised by you to use Greenroom 360 and subscribe to use Greenroom 360 via the Portal.
  • "Business Day" means 9:00am – 5:00pm Monday to Friday, excluding Saturdays, Sundays and public holidays in Victoria, Australia.
  • "Claim" is defined in clause 17.1.
  • "Early Access Partners" means a select group of individuals or companies who have access to an early version of Greenroom 360 and the Services to provide user feedback on a not yet publicly released platform.
  • "Fans" means any persons who use the Services to support, follow or track Artists.
  • "Fees" means the subscription fees applicable to your account as quoted to you by Greenroom 360.
  • "Greenroom 360" is our software platform as defined in clause 1.1.
  • "GVS" means our parent company, Glasshouse Venture Studio Pty Ltd (ACN 655 397 023).
  • "Indemnified Parties" is defined in clause 16.1.
  • "Intellectual Property Rights" means all present and future intellectual and industrial property rights throughout the world of whatever nature (whether or not registered or registrable) including but not limited to all rights in respect of technical information, know-how, copyright, trade marks, designs, patents, domain names, business names, logos, drawings, trade secrets, the right to have confidential information kept confidential or other proprietary rights, or any rights to registration of such rights.
  • "Liability" is defined in clause 15.5.
  • "Licence" is defined in clause 12.2.
  • "Managers" means any person or entity using the Services in their capacity as a manager of an Artist.
  • "Minor" is defined in clause 4.9.
  • "Portal" means the management portal to access Greenroom 360 located at https://portal.greenroom360.com/login.
  • "Privacy Laws" means the Privacy Act 1988 (Cth), California Consumer Privacy Act (CCPA), the California Privacy Rights Act (CPRA) and the General Data Protection Regulation (EU 2016/679) (as applicable).
  • "Privacy Policy" means the Greenroom 360 privacy policy linked in clause 1.4.
  • "Related Bodies Corporate" has the meaning given in the Act.
  • "Services" means all Greenroom 360 products, features, applications, services, information, technologies and software that we provide under this Agreement as set out in clause 8.
  • "Subscription" means any of the paid subscription plans offered in respect of Greenroom 360.
  • "Terms" is defined in clause 1.3.
  • "Trial Period" means the period during which you have free access to Greenroom 360 for evaluation purposes.
  • "User Data" is defined in clause 12.2.
  • "User" means Managers, Artists, Fans or any other person or legal entity registered, or who subscribes, to use Greenroom 360 and includes any of their Authorised Users.
  • "We", "our" and "us" is defined in clause 1.2.
  • "You" or "your" means you, the User (or an Authorised User).
2.2

Any reference in this Agreement to the singular includes the plural, to any gender includes all genders, to any act or statute includes any act or statute which supersedes, replaces or modifies any earlier act or statute, to persons includes all bodies and associations both corporate and incorporated and vice versa. Paragraph headings are for reference purposes only and all references to clauses are to clauses in these Terms unless otherwise specified.

3.
Duration of the Agreement
3.1

This Agreement commences upon registration of your Greenroom 360 account ("Account") in accordance with clause 4 and will continue, on an ongoing basis, unless it is terminated by: (a) mutual agreement; or (b) either you or us unilaterally bringing it to an end including in accordance with the termination rights set out in clause 18 of this Agreement, or by operation of any Applicable Law.

4.
Your Greenroom 360 Account
4.1

To access Greenroom 360 and our Services, you must sign up, create and register an Account for you or an Authorised User who you invite to access and use Greenroom 360 on your behalf. After an invitee has subscribed to use Greenroom 360 via the Portal, they become an Authorised User. You may revoke access of an Authorised User at any time and for any reason or amend their level of access (as applicable).

4.2

You are solely responsible for each Authorised User's use of Greenroom 360 and compliance with these Terms and the Agreement.

4.3

To be eligible to use, create or register an Account, you and/or your Authorised User must: (a) provide us with your age and be at least the minimum legal age in your country to lawfully use Greenroom 360 (unless you are an incorporated enterprise, partnership or similar commercial entity); (b) provide us with your first name, last name and a signup method (e.g. email/Google/Facebook/Apple details); (c) not have been convicted of any criminal offence in the last 5 years, unless we consent in writing; (d) not be prohibited from receiving any aspect of our Services under the laws of the country or state in which you are present at the time that you access the Services; (e) review and comply with this Agreement; and (f) not have previously had your Account suspended for violation of any Applicable Law or because you have previously contravened one of our published policies relating to the use of Greenroom 360.

4.4

Where you have provided us with your identity documents, we may use an external partner or other party to verify your identity as required.

4.5

You acknowledge and agree that all information you provide to us is true, accurate, complete and up to date at the time of registration. You further agree to update and keep updated your Account.

4.6

You will receive an email confirming registration with us shortly after you have created your Account.

4.7

You are responsible for maintaining the confidentiality and security of your Account and login details and all activities on or via your Account and you will take all reasonable steps to prevent your Account being misused or otherwise used unlawfully to access or use the Services. You agree to notify us immediately if you become aware of any security breach or any unauthorised use of your password or Account.

4.8

You may access your Account details and amend and/or update those details via Greenroom 360.

4.9

If you are under the minimum legal age in your country to lawfully use Greenroom 360 ("Minor"), you must immediately cease accessing Greenroom 360 unless you have permission from a parent or guardian to create an Account in accordance with clause 4.10 of these Terms. If you are found to be a Minor accessing Greenroom 360 without permission from a parent or guardian, we are entitled, at our absolute discretion, to cancel or terminate your access to Greenroom 360.

4.10

If you are a parent or guardian permitting a Minor to create an Account, you agree to: (a) exercise supervision over the Minor's use of Greenroom 360; (b) assume all risks associated with use of Greenroom 360 as outlined in this Agreement; (c) ensure that all content and information that the Minor may encounter on Greenroom 360 is suitable and appropriate for the Minor; (d) assume all liabilities resulting from the Minor's use of Greenroom 360 and their Account; (e) ensure the accuracy and truthfulness of all information submitted by the Minor; (f) provide the consents contained in this Agreement on behalf of the Minor.

4.11

We may, at any time, request written confirmation from a parent or guardian that you have permission to access and use Greenroom 360.

4.12

We reserve the right to take legal action and/or seek compensation for any loss or damage we may suffer as a result of, or in connection with, any transaction entered into by a Minor or from the parent or guardian of a Minor who registers an Account or uses Greenroom 360.

5.
Early Access / MVP
5.1

We will, on occasion, provide early access to various alpha and beta versions of Greenroom 360 to Early Access Partners in order to test, inform and further improve future releases of the Services ("Early Access").

5.2

Instead of paying to use Greenroom 360, by using the Services covered by these Terms, you acknowledge that we may show you ads that businesses and organisations pay us to promote on and off Greenroom 360. You may also purchase tickets, products and services on Greenroom 360 where we make a commission or other form of economic benefit on each transaction via affiliate relationships or directly via the sale of the Services.

5.3

If you obtain Early Access, you agree to provide us with ongoing feedback, including recommendations, suggestions and ideas, potential changes, and enhancements in relation to the operational and functional capabilities of Greenroom 360 and the Services. Your right, title and interest in any feedback you provide to us is assigned to us and is not considered as confidential or sensitive information about you. In providing feedback to us, you agree that we are free to make unrestricted use of the Early Access feedback without any right to payment or attribution to you.

5.4

We have no obligation under these terms or otherwise to correct any bugs, defects, or errors in the Early Access or otherwise to provide any support, maintenance services, service levels, or uptime guarantees for the Services. We have no obligation to store, hold, export, return, or destroy any data or content after your Early Access has ended and create, distribute, or otherwise offer a live service to you. We have no obligation to offer services to you after the Early Access period, or to offer any discounted prices or special terms to you in relation to the live service. You agree to receive the Early Access entirely at your own risk.

5.5

If requested by us during and after any Early Access provided, you agree to share data with us, such as but not limited to, statistics, or information about how you have used the Services. We may gather this information to enhance the Services and for marketing purposes. You will not share or advertise any information regarding your use of the Services publicly or to any third party, unless given prior written consent from us. The Services and all related data and test results are considered Confidential Information and belonging to us.

5.6

The Services and any updates related to these Services may contain errors. Any of our Services provided as part of any Early Access are still in testing phase. It is provided on an "as is" and "as available" basis, without any warranties of any kind, whether express, implied, statutory, or otherwise, including but not limited to any warranties of merchantability, fitness for a particular purpose, non-infringement, or accuracy. We do not warrant that the Services will function without interruption, that it will be free of malicious code and that it will be error free. It is your obligation to ensure that your data is safeguarded, and to use the Services with caution. Any data provided and configurations made by you during the Early Access will be permanently lost when the Early Access period ends.

5.7

Any Early Access provided will be subject to clause 9.1 and for the purposes set out above. Our total liability relating to the Agreement and arising out of your use of the Services shall be limited to $100 AUD. We, or any of our suppliers will not in any circumstances be liable for any damages, either indirect, incidental, special, consequential, or exemplary. Damages include but are not limited to damages for loss of business profits, interruption to business, or loss of any data or information.

6.
Data and Privacy
6.1

Providing our Services requires collecting and using your information and User Data. We use your personal information, such as information about your activity, preferences, interests and engagement to show you ads and display products that are more relevant to you. We show you relevant and useful ads without telling advertisers who you are. We do not sell your personal data. We allow advertisers to tell us things such as their business goal and the kind of audience they want to see their ads. We then show their ads to people who might be interested. We also provide advertisers with reports about the performance of their ads to help them understand how people are interacting with their content on and off Greenroom 360. For example, we provide general demographic and interest information to advertisers to help them better understand their audience. We do not share information that directly identifies you (information such as your name that by itself may be used to contact you or identifies who you are) unless you give us specific permission. You may also see branded content on Greenroom 360 posted by 'favorites' as Account holders who promote their content, products or services based on a commercial relationship.

6.2

You must, in connection with these Terms: (a) ensure that you and any of your Authorised Users are aware of your obligations under all applicable Privacy Laws; (b) at all times comply with your obligations under applicable Privacy Laws; and (c) take reasonable steps to assist us to comply with our obligations under applicable Privacy Laws as may be notified to you from time to time.

6.3

Our Privacy Policy explains more about how we collect, use and share information across Greenroom, its Related Bodies Corporate and its affiliates. It sets out how we share data with GVS for the purpose of performance management, analytics, bug fixes and general improvements, enhancements and modifications of Greenroom 360. It also explains the many ways in which you can control your information, including in the Privacy Policy and account settings. We are committed to protecting your privacy and personal information. Please see our Privacy Policy https://www.greenroom360.com/privacy for further details about our practices relating to the collection, use, disclosure and storage of your personal information. You must also agree to the Privacy Policy to use Greenroom 360.

7.
Information About Users Under the Minimum Legal Age
7.1

Our Services are not intended for users under the minimum legal age in your country to lawfully use Greenroom 360. Any Personal Information found to have been provided by a user that is under the minimum legal age in your country to lawfully use Greenroom 360, without parent or guardian consent, will be removed as soon as possible and we will cease the use of that Personal Information and deactivate any related account.

8.
The Services
8.1

We agree to use our best endeavours to provide you with the Services which involves the following:

  • Offering personalised opportunities to discover, engage, create, connect and share. We built Greenroom 360 for Fans, from around the world, to allow them to follow and engage with their 'favorites' in the music world. Greenroom 360 provides you the User with a one-stop-shop to read, view, explore, share and engage with content on, from and about the talent, teams and brands that you care most about. This includes highlighting the favorites, content, media, events, pages, products and services that you are most interested in. For Artists, Greenroom 360 provides transparency and the ability to publish approved content which can be managed directly by the Managers allowing them to centralise all agency operations and workflows.
  • Connecting you with your Favorite talent, teams, brands, products and services. At the core of Greenroom 360 is the ability for you to customise your Account based on your 'favorites'. This includes the musicians, bands, events and brands from all over the world that you enjoy and love the most. We use data from Greenroom 360 as well as from third-party partners, to show you ads, offers and other sponsored content that we believe will be meaningful to you and to enhance your overall Greenroom 360 experience.
  • Providing consistent and seamless experiences across third party products. Greenroom 360 shares technology, systems, insights and information, including the information that we have about you, in order to provide the Services that are better, safer and more secure. We also provide ways to engage with content and make purchases through Greenroom 360 using third party vendors, products and programs. We have designed Greenroom 360 to achieve a seamless and consistent experience as you engage with our third-party vendors and products yet are not responsible for the content and media they produce or the products and services they sell.
  • Fostering a positive and safe environment. We develop and use tools and offer resources to our community members that help to make their experiences positive and inclusive, including when we think they might need help. We also have teams and systems that work to combat abuse and breaches of our Terms and policies, as well as to counter profanity, bullying, disrespectful or deceptive behaviour. We use all the information we have, including your information, to try to keep our platform safe and secure. We may also share information about misuse or harmful content with Greenroom 360 third-party integrators, partners, affiliate companies or law enforcement. Learn more in our Privacy Policy.
  • Ensuring access to our Services. To operate our global Services, we must store and transfer data across our systems around the world, including outside of your country of residence. The use of this global infrastructure is necessary and essential to provide our Services. This infrastructure may be owned or operated by Greenroom, its Related Bodies Corporate, and its affiliates.
  • Developing and using technologies that help us provide you with the best possible experience. Organising and analysing content and information for the Greenroom 360 userbase is central to our Services. A big part of our Services is creating and using cutting-edge technologies that help us personalise, protect and improve our Services on a large scale for a broad global community. Technologies such as artificial intelligence, active learning and machine learning give us the power to apply complex processes across our Services. Automated technologies also help us to ensure the functionality and integrity of our Services.
9.
How Greenroom 360 Must Not Be Used
9.1

Providing safe and open services for a broad community requires that we all contribute to a safe and enjoyable community environment.

9.2

To be eligible to use Greenroom 360 and the Services, you must not:

  • Engage in abusive, trolling or bullying behaviour. Please share your thoughts and opinion, but do so with respect.
  • Engage, whether alone or with others, in any conduct that may defame or harm the reputation of another person or enterprise. Greenroom 360 is a place for passionate Fans, Managers and Artists but disrespectful or inappropriate behaviour will not be tolerated.
  • Use profanity or engage in behaviours that are harmful or deceptive. Our systems and teams will detect this, and you may be banned.
  • Spam or solicit other users. You cannot contact other users via Greenroom 360 or your Account to solicit business.
  • Impersonate others or provide inaccurate information. You may not impersonate someone or something you are not, and you must not create an Account for someone else unless you have their express permission.
  • Do anything unlawful, misleading or fraudulent or for an illegal or unauthorised purpose.
  • Do anything unlawful, misleading or fraudulent or for an illegal or unauthorised purpose.
  • Do anything unlawful, misleading or fraudulent or for an illegal or unauthorised purpose.
  • Attempt to create Accounts or access, collect, post or share information in unauthorised ways. This includes creating Accounts or collecting information in an automated way or via the use of bots without our express permission.
  • Sell, licence or purchase any Account or data obtained from us or our Services, unless obtained directly from us with our prior written consent. This includes attempts to buy, sell or transfer any aspect of your Account (including your username).
  • Solicit, collect or use login credentials of other users; or request or collect Greenroom 360 usernames, passwords or misappropriate access tokens.
  • Post someone else's private or confidential information without permission or do anything that violates someone else's rights, including intellectual property rights (e.g. copyright infringement, trademark infringement, counterfeit or pirated goods). You may use someone else's works under exceptions or limitations to copyright and related rights under any Applicable Law. You represent that you own or have obtained all necessary rights to the content you post or share.
  • Modify, translate, create derivative works of or reverse engineer Greenroom 360, our Services, our products, our code or their components.
  • Repurpose any of Greenroom 360 original content or the content of third-party partners without our or their express permission.
  • Use a domain name or URL in your username without our prior written consent.
10.
Music and Audio Guidelines
10.1

To be eligible to use Greenroom 360 and the Services, you must not:

  • You are responsible for your User Data and the content you post.
  • People use our products primarily to view and engage with content provided by favorites and third-party providers. Should you upload or engage with content on Greenroom 360, you remain solely responsible for the content that you post, including any music that features in that content. Nothing in these Terms constitutes any authorisation by us with respect to any use of music on Greenroom 360.
  • Use of music or audio for commercial or non-personal purposes in particular is prohibited unless you have obtained the appropriate licenses.
  • Users are subject to the terms of third-party music streaming partners, including Spotify.
  • Unauthorised content may be removed.
  • If you post content that contains music owned by someone else, your content may be blocked, or may be reviewed by the applicable rights owner and removed if your use of that music is not properly authorised.
  • You may not be able to post or access videos containing music in every country of the world.
11.
Cookies
11.1

We use cookies, web beacons and similar technologies (collectively "Cookies") on our Website. By accessing or using this Website, you agree that we can store and access Cookies in accordance with this Privacy Policy. You will be able to accept or reject the collection of Cookies by us.

11.2

Cookies are small files that can be stored on and accessed from a user's device when the user accesses a website. They enable authorised web servers to recognise you across different websites, services, devices and browsing sessions. Cookies, by themselves, do not tell us your email address or other personally identifiable information. However, they do allow third parties, such as Google and Facebook, to cause our advertisements to appear on your social media and online media feeds as part of our retargeting campaigns. If and when you choose to provide our sites with personal information, this information may be linked to the data stored in that Cookie.

11.3

We may use Cookies to enable users to access and use our Website, Greenroom 360 and Services, including to:

  • Identify users of our Website, Greenroom 360 and Services;
  • Process user requests;
  • Improve user experience;
  • Remember user preferences on our Website, Greenroom 360 and Services;
  • Monitor the use of our Website, Greenroom 360 and Services and for analysis of our user base;
  • Facilitate communication with users;
  • Control access to certain content on our Website, Greenroom 360 and Services; and
  • Protect our Website, Greenroom 360 and Services.
11.4

You can delete and refuse to accept browser Cookies by activating the appropriate setting on your browser. However, if you select this setting you may be unable to access certain parts of the Website, Greenroom 360 and Services. Unless you have adjusted your browser setting so that it will refuse Cookies, our system will issue Cookies when you direct your browser to our Website.

12.
Permissions You Give to Us and IP
12.1

As part of the Agreement, you give us the permissions we require to enable us to provide the Services.

12.2

We do not claim ownership of your user generated content, but you grant us a licence to use it. Acceptance of the Terms does not alter your rights to your content. We do not claim ownership of the content that you post on or through Greenroom 360 or the Services and you are free to share your content with anyone else, wherever you choose ("User Data"). However, we need certain legal permissions from you (known as a "licence") to provide the Services. When you share, post or upload content that is covered by intellectual property rights (such as photos or videos) on or in connection with Greenroom 360 or our Services, you hereby grant to us a non-exclusive, royalty-free, transferable, sub-licensable, worldwide licence to host, use, distribute, modify, run, copy, publicly perform or display, translate and create derivative works of your content and User Data. You agree that we may collect and analyse your User Data in order to improve, upgrade, modify or otherwise support the operation of Greenroom 360. This licence will end when your content or User Data is deleted from our systems. You can delete content or User Data individually or all at once by deleting your Account.

12.3

Permission to use your username, profile picture and information about your preferences and actions with accounts, ads, sponsored content and partner products and services. You give us permission to show your username, profile picture and information about your actions (such as likes) or preferences (such as follows and those provided during the onboarding process and stored in your profile) next to or in connection with accounts, ads, offers and other sponsored content that you follow or engage with that are displayed on Greenroom 360 without any compensation to you. For example, we may show that you liked a sponsored post created by a brand that has paid us to display its ads on Greenroom 360. As with actions on other content, follows of favourites, actions on sponsored content and engagement with sponsored content can be seen only by people who have permission to see that content, follow or data.

12.4

You agree that we can download and install updates to the Services on your device.

12.5

Additional IP rights we retain:

  • If you use content covered by Intellectual Property Rights (including all rights, whether registered or unregistered, in the Intellectual Property) that we have and make available on Greenroom 360 or in our Services including any enhancements, improvements and modifications to such Intellectual Property Rights (for example, images, designs, videos, or sounds we provide that you add to content you create or share), we retain all rights to our content (but not yours).
  • You must only use our Intellectual Property (including all copyright, trade marks, domain names, designs and confidential information) as expressly permitted by us with our prior written permission.
  • You must obtain written permission from us to modify, create derivative works of, decompile or otherwise attempt to extract source code from us.
  • We grant to You and Authorised Users a limited, non-transferable and non-exclusive right to use and access Greenroom 360 and the Services.
  • You and the Authorised Users shall not: i. modify, adapt, alter or translate the software comprised in the Services, except as expressly permitted hereunder; ii. sublicense, lease, rent, loan, distribute, or otherwise transfer the Services to any third party; iii. reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the software; or iv. disclose or transmit any data contained in the software to any individual other than an Authorised User, except as expressly allowed herein.
12.6

Content removal and disabling or terminating your Account:

  • We may, at our discretion, remove any User Data or other content or information that you share on Greenroom 360 or the Services if we believe that it violates these Terms, the Agreement, our policies or we are permitted or required to do so by law. We may refuse to provide or stop providing all or part of the Services to you (including terminating, disabling or deleting your Account) immediately to protect our community or services, or if you create risk or legal exposure for us, violate these Terms, the Agreement, or our policies, if you repeatedly infringe other people's intellectual property rights, or where we are permitted or required to do so by law.
  • We may also terminate or change the Services, remove or block your User Data or other content or information shared on Greenroom 360 or our Services or stop providing all or part of the Services if we determine that doing so is reasonably necessary to avoid or mitigate adverse legal or regulatory impacts on us. If we take action to disable, terminate or delete your Account, we will notify you where appropriate. If you believe that your Account has been terminated, disabled or deleted in error, or you want to disable or permanently delete your Account, you may contact us at support@greenroom360.com.
  • User Data or any other content that is deleted may persist for a limited period of time in backup copies and may still be visible to others on Greenroom 360 or our Services. This clause 12.6, and clause 13 "Our Agreement and what happens if we disagree", will still apply even after your Account is terminated, disabled or deleted.
13.
Our Agreement and What Happens if We Disagree
13.1

If you use certain other API, Greenroom 360 features or related services, additional terms will be made available and will also become a part of our Agreement. For example, if you use payment features, you will be asked to agree to our Shop Policy. If there are any inconsistencies between those terms and the Terms, those other terms will govern to the extent of those inconsistencies. All current payment associated with ticketing is processed by third-party affiliate partners and you are bound by their terms and policies.

13.2

If any aspect of this Agreement is deemed void, illegal or unenforceable it will not affect the validity, legality or enforceability of the balance or remainder of the Agreement.

13.3

Any waiver to our Agreement must be in writing and signed by us. If we fail to enforce any aspect of this Agreement, it will not be deemed a waiver from us.

13.4

We reserve all rights not expressly granted to you under these Terms.

14.
Who Has Rights Under This Agreement
14.1

This Agreement does not give rights to any third-parties.

14.2

You cannot transfer, assign, charge, sub-contract, licence or deal in any other many with all or any of your rights or obligations under this Agreement without our prior written consent.

14.3

Our rights and obligations may be assigned in our sole discretion.

15.
Who is Responsible if Something Happens
15.1

You warrant and represent to us that: (a) all information and User Data provided is true, complete and accurate and is not misleading in any way; (b) your access to, or use of, Greenroom 360 and the Services is not unlawful or prohibited by any Applicable Laws; (c) you or your organisation have obtained all necessary consents and that you are authorised to access and use Greenroom 360 and the Services and you will not share the Services with any third party who is prohibited whether by any Applicable Laws or otherwise from Greenroom 360: i. if you are using the Services in the capacity of Manager, you warrant that you are authorised to access and use Greenroom 360 on behalf of the Artists that have contracted you as Manager and solely for the purposes of performing your mandate, as Manager, for those Artists you represent; and (d) you understand and agree that any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities.

15.2

We will use reasonable endeavours to provide constant, uninterrupted access to Greenroom 360, but with any software-based product, this cannot be guaranteed. We will not be responsible or liable for any direct or indirect losses or damages suffered or sustained by you as a result of, or in connection with, any interruption or delay in accessing and using Greenroom 360 or the Services.

15.3

Our Services are provided "as is", and we cannot guarantee that they will be safe and secure or will work perfectly all the time. To the extent permitted by law, we also disclaim all warranties, whether express or implied, including the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

15.4

We also do not control what people and others do or say, and we are not responsible for their (or your) actions or conduct (whether online or offline) or content (including unlawful or objectionable content).

15.5

We are not responsible for any services or features offered by third-parties, other people or other companies, even if you access them through Greenroom 360 or our Services.

15.6

Our responsibility or liability for anything that happens on Greenroom 360 or the Services (also called "liability") is limited to the fullest extent permissible by law. Our total liability relating to the Agreement and arising out of your use of the Services shall be limited to the total amount paid by the User under this Agreement in the 12 months prior to the first event giving rise to the liability. If there is an issue with our Services, we cannot know what all the possible impacts might be. You acknowledge and agree that we will not be liable for any lost profits, revenues, information or data, or consequential, special, indirect, exemplary, punitive or incidental damages arising out of or related to Greenroom 360, these Terms, or the Agreement, even if we know that they are possible. This includes if we delete your User Data, content, or information, or if we terminate, disable or delete your Account.

16.
Indemnity
16.1

You agree to indemnify and hold us, our Related Bodies Corporate, our affiliates, and our officers, directors, employees and contractors (collectively, the "Indemnified Parties") harmless from and against any and all claims, actions, demands, proceedings, liabilities, losses, damages, expenses and costs that may be brought against the Indemnified Parties or which the Indemnified Parties must pay, sustain or incur as a direct or indirect result of or arising out of: (a) breach by you of any of your obligations under these Terms or the Agreement; (b) loss of, or damage to, any property belonging to you or any third party or any personal injury or death arising out of or in connection with these Terms or the Agreement; (c) breach of any third party's Intellectual Property rights; or (d) breach by you of any Applicable Law (including Privacy Laws).

17.
How We Will Handle Disputes
17.1

Unless otherwise required by law, you agree that any claim must be resolved exclusively in Victoria, Australia, that you submit to the jurisdiction of these courts for the purpose of litigating any such claim, and that the laws of Victoria, Australia will govern these Terms, the Agreement and any claim, without regard to conflict of law provisions.

17.2

Without prejudice to the foregoing, you agree that, in its sole discretion, Greenroom may at our discretion also bring any claim that we have against you related to efforts to abuse, interfere or engage with Greenroom 360, our Services and products in unauthorised ways in Victoria, Australia, or in the country in which you reside that has jurisdiction over the claim.

TRIAL TERMS

18.
Trial Account Terms
18.1

Trial Access: Subject to these Terms, we may provide you with trial access to Greenroom 360 for evaluation purposes ("Trial Period").

18.2

Trial Duration: The duration of your Trial Period will be determined by us at our sole discretion and communicated to you upon account activation. We reserve the right to extend, shorten, or terminate any Trial Period at any time with or without notice.

18.3

Trial Limitations: During the Trial Period: (a) your access may be limited to certain features or functionality; (b) your data storage or user capacity may be restricted; (c) support services may be limited compared to paid subscriptions; (d) we may show you advertisements or promotional content.

18.4

Trial Termination: Either you or we may terminate your Trial Period at any time, for any reason, with or without notice. Upon termination of your Trial Period, your access to Greenroom 360 will be suspended unless you have entered into a paid subscription.

18.5

Conversion to Paid Subscription: To continue accessing Greenroom 360 after your Trial Period ends, you must: (a) agree to our paid Subscription terms set out in Section 3; and (b) provide valid payment information and authorize payment of applicable Fees.

18.6

No Payment Obligation: You have no obligation to purchase a paid subscription during your Trial Period. However, if no payment is received by the end of your Trial Period, your access will be terminated and your account may be deleted in accordance with our data retention policies.

18.7

Trial Data: Any data provided and configurations made by you during the Trial Period may be permanently lost if you do not convert to a paid subscription, unless otherwise specified by us.

18.8

Early Access: Some trial access may be provided as "Early Access" or beta testing, subject to the additional terms in clause 5 of the General Terms.

SUBSCRIPTION TERMS

These Subscription Terms apply to all paid subscriptions and supplement the General Terms above.
19.
Subscription Fees and Payment
19.1

Fees: You agree to pay the subscription fees ("Fees") as quoted to you by Greenroom 360 for your selected subscription plan. Fees are determined based on factors including but not limited to user count, features selected, and subscription duration.

19.2

Payment Terms: (a) Fees are payable in advance for each subscription period (b) Payment is due immediately upon subscription activation (c) Recurring payments will be automatically charged to your nominated payment method (d) All fees are quoted in Australian Dollars unless otherwise specified (e) Fees are inclusive of GST where applicable

19.3

Fee Changes: We may change subscription fees with 30 days' written notice to you. Fee changes will apply to your next billing cycle unless you cancel your subscription before the change takes effect.

19.4

Payment Methods: You must provide valid payment information and authorize us to charge the nominated payment method. You agree and acknowledge that we will treat electronic payment instructions as authentic and are under no obligation to investigate the authenticity or authority of persons issuing or transmitting such electronic instructions.

19.5

Payment Failure: If payment is not received when due, we may: (a) suspend your access to Greenroom 360 and/or the Services; (b) suspend or delete your Account until payment is received in full; (c) terminate this Agreement after 30 days of non-payment; (d) charge applicable late fees or interest as permitted by law.

19.6

Tax Obligations: You will make all payments for the Fees without any deduction for tax unless a tax deduction is required by law. If you are required to make a tax deduction by law, the amount due will be increased so that after deduction of tax, the net amount received equals the amount that would have been due if no tax deduction had been required.

19.7

Refunds: Fees are non-refundable except as required by applicable law, as specified in our Service Level Agreement, or at our absolute discretion.

20.
Service Level Agreement
20.1

Uptime Guarantee: We will use commercially reasonable efforts to maintain 99% uptime for Greenroom 360 during each calendar month, excluding scheduled maintenance and circumstances beyond our reasonable control.

20.2

Planned Maintenance: We may take Greenroom 360 offline for planned maintenance with 24 hours' advance notice where reasonably practicable. Planned maintenance will not exceed 4 hours per month.

20.3

Support Services: Paid subscribers receive: (a) Priority support during business hours (9am-5pm AEST, Monday-Friday); (b) Access to our customer success team; (c) Implementation and onboarding assistance; (d) Training materials and documentation.

20.4

Service Credits: If we fail to meet the 99% uptime standard in any calendar month, you may be eligible for service credits equal to a pro-rated portion of your monthly fees, provided you notify us within 30 days of the downtime occurrence.

21.
Subscription Management
21.1

Subscription Period: Your subscription will continue for the agreed term as specified in your account settings or subscription confirmation.

21.2

Automatic Renewal: Unless cancelled in accordance with our cancellation policy, subscriptions automatically renew at the end of their term for successive periods of the same duration at the then-current subscription fees.

21.3

Cancellation Policy: You may cancel your subscription at any time by providing 30 days' written notice to support@greenroom360.com. Cancellation takes effect at the end of your current billing period. You remain responsible for all fees incurred up to the effective cancellation date.

21.4

Subscription Modifications: You may request changes to your subscription (including user count, features, or billing frequency) by contacting us. Modifications take effect at the start of your next billing period unless otherwise agreed in writing.

21.5

Suspension for Non-Payment: We may suspend your access to Greenroom 360 if payment is overdue. Suspension does not relieve you of payment obligations and fees will continue to accrue during suspension.

22.
Data and Account Management for Paid Subscribers
22.1

Data Retention: We will maintain your data throughout your active subscription period and for 90 days following subscription termination to allow for account reactivation.

22.2

Data Export: You may export your data at any time during your active subscription through the platform's export functionality or by requesting assistance from our support team.

22.3

Data Backup: We maintain regular backups of subscriber data, but you remain responsible for maintaining your own backup copies of critical data.

22.4

Account Termination: Upon subscription termination: (a) Your access to Greenroom 360 will be suspended immediately; (b) Your data will be retained for 90 days to allow for potential reactivation; (c) After 90 days, your data may be permanently deleted unless legal obligations require longer retention.

23.
Enhanced Terms for Paid Subscribers
23.1

Additional Features: Paid subscribers receive access to premium features not available during trial periods, including but not limited to: (a) Advanced reporting and analytics; (b) Increased data storage limits; (c) Priority customer support; (d) API access (where applicable); (e) Custom integrations and workflows.

23.2

User Management: You may add or remove authorized users from your subscription subject to your plan limits and applicable fees.

23.3

Custom Configurations: We may provide custom configurations, integrations, or professional services as agreed separately in writing.

23.4

Service Level Commitments: In addition to uptime guarantees, we commit to: (a) Response times for support requests based on your subscription level; (b) Regular platform updates and feature enhancements; (c) Security monitoring and incident response; (d) Compliance with applicable data protection regulations.

GENERAL PROVISIONS (APPLICABLE TO ALL USERS)

24.
Termination
24.1

You may terminate this Agreement immediately by deletion of your Account. If you have a paid subscription, you must provide notice in accordance with clause 3.3.3 and remain responsible for any outstanding fees.

24.2

We may immediately suspend, disable, terminate or delete your Account if you breach this Agreement including any of our policies.

24.3

We may at our discretion terminate this Agreement and delete your Account for any reason on 30 days' notice to you.

24.4

We may terminate this Agreement and delete your Account immediately by providing written notice to you if you: (a) breach this agreement and the breach is not capable of remedy; (b) become insolvent, bankrupt or enter into liquidation; or (c) engage in any fraudulent, wilful, reckless or malicious conduct or fail to comply with any of our policies that we publish from time to time or any laws applicable to your use of Greenroom 360.

24.5

A notice of termination of this Agreement can be given by any means including by SMS or email.

25.
Consequences of Termination
25.1

If your Account is terminated for any reason, your profile, posts and everything else you've added will be permanently deleted. Please be aware that it may take us up to 90 days to delete your User Data and the relevant content.

25.2

Your User Data or other content may not be deleted within 90 days of Account deletion in the following situations: (a) where deletion within 90 days is not possible due to technical limitations of our systems, in which case, we will complete the deletion as soon as technically feasible; (b) where immediate deletion would restrict our ability to: i. investigate or identify illegal activity or breaches of our Terms, the Agreement and policies; ii. protect the safety, integrity and security of our Services, our employees and our users, and to defend us; or iii. comply with legal obligations; or iv. comply with a request of a judicial or administrative authority, law enforcement or a government agency.

26.
Unsolicited Material
26.1

We may use feedback or other suggestions provided by you without any restrictions or obligation to compensate you for them. Further, we are under no obligation to keep such feedback or suggestions confidential.

27.
Updating These Terms
27.1

From time to time, we may change our Services, Terms, the Agreement and/or policies. To ensure the most up to date versions of our Services, Terms, the Agreement and policies are accurately reflected, we may need to make consequential changes to these Terms from time to time.

27.2

Unless otherwise required by law, you acknowledge and agree that we may amend this Agreement by posting an updated version of the Agreement to Greenroom 360 or our website. Such amendments will be binding on you at the time the updated Agreement is posted on Greenroom 360 or the website, or such other time notified to you by us. If any amendment to this Agreement materially and detrimentally affects your rights or obligations, we will provide you with written notice before such amendments take effect. If you do not agree to any detrimental amendment to this Agreement, you may terminate this Agreement immediately by providing written notice to us upon receipt of which your Account will promptly be rendered inaccessible. If you continue to use Greenroom 360 and/or the Services after receipt of such written notice then this will be deemed to be acceptance of the amendment. You may not amend the Agreement unless otherwise agreed by us in writing and signed by us.

28.
Invalid Terms
28.1

If any term or provision of this Agreement is held by a court to be void, illegal or unenforceable under the applicable law that term or provision will be severed from this agreement and the remaining terms and conditions will be unaffected.

29.
Consumer Law Rights
29.1

This Agreement does not modify, restrict or exclude any additional rights you may have under additional laws whether in the country in which you are accessing the Services or under the Australian Consumer Law that cannot be so modified, excluded or restricted.

30.
Support Services
30.1

We may, at our absolute discretion, provide you support in relation to your use of Greenroom 360. You may access help documents to diagnose any issues that you are facing. If, after reasonable efforts, you are unable to access or find the information relevant to you, you may contact us at support@greenroom360.com.

30.2

We will endeavour to provide support on Business Days, however this cannot be guaranteed. Paid subscribers receive priority support as outlined in clause 20.3.

31.
Situations or Events Outside Our Reasonable Control
31.1

There are certain situations or events that may occur which will not be within our reasonable control. Where this occurs, we will notify you of these circumstances and attempt to recommence providing Greenroom 360 or the Services as soon as we are able. In such circumstances there may be a delay (sometimes a substantial delay) before we can start or continue providing Greenroom 360 or the Services. We provide updates on our status directly to our customers via email.

Contact Information: Email: support@greenroom360.com Address: GREEN ROOM 360 Pty Ltd, PO Box 208, South Melbourne, VIC, Australia, 3205

Last updated: 15/08/2025

This document combines general terms of use, trial-specific provisions, and paid subscription terms in a single comprehensive agreement. Users agree to applicable sections based on their account type and usage.