Purchase Agreement

Thank you for choosing Suite Experience Group, LLC (“SEG”) to facilitate your purchase of luxury suite(s), individual ticket(s) within luxury suite(s) or other event-related items, including tickets, parking passes, or access credentials (collectively, the “Tickets”). SEG does not own the tickets listed for sale on its Website and Ticket prices may exceed face value. By accessing or using the Website to purchase Tickets, or by otherwise using any of SEG’s services to purchase Tickets, you agree to the terms and conditions of this agreement which include, by reference, our Terms of Service and Privacy Policy (collectively, the “Agreement”).

1. Website.

   The Website provides a platform for users to find and purchase Tickets listed for sale by the Seller. The Seller, not SEG, has posted the relevant information about the Tickets on the Website including, but not limited to, the price (“Listing Price”), location, number of tickets, standing room only (“SRO”) tickets, parking passes, and catering inclusions or any other relevant details (collectively, the “Listing”). SEG makes no guarantee with respect to (a) the accuracy, availability, or condition of the Tickets listed by the Seller, or (b) that the Seller will complete a transaction. Listing Prices are in U.S. dollars and may be higher than the face value printed on the ticket(s). Photographs displayed on the Website are for illustrative purposes only and may not show the actual suite, including its layout and configuration. Venue maps, including the depiction of stage locations, serve as a general reference for informational purposes only and may not reflect the actual layout or configuration of venue seating or the stage itself.

2. Purchasing Tickets.

   By purchasing Tickets through the Website, you are placing a binding order to purchase the Tickets under the terms specified in the Listing. SEG does not guarantee availability until the Seller confirms the sale. While we work to ensure smooth transactions, SEG cannot be held responsible if the Seller is unable to confirm or fulfill the sale. In such cases, you agree to indemnify and hold SEG harmless from any claims, damages, or losses arising from the Seller's failure to complete the sale, including but not limited to issues related to the availability of the Tickets, delivery, or fulfillment.

3. Delivery of the Tickets.

   SEG will deliver your Tickets either electronically or, in limited cases, via express delivery service (e.g., UPS, FedEx). SEG’s delivery of the Tickets will be considered complete once SEG sends the Tickets to you, and not upon your receipt thereof. For electronic delivery, SEG will send the Tickets to the email address you provided during checkout. It is your responsibility to ensure successful receipt, including checking spam, junk, or other filtered folders. If express delivery is used, you are responsible for tracking the shipment and being available to accept it. Failure to receive Tickets that were correctly sent will not be grounds for a refund or cancellation. SEG cannot guarantee the exact time of delivery of your Tickets, only that the Tickets will be delivered in time for the event.

4. Relationship Between You and SEG.

   Nothing in this Agreement shall be construed as creating a joint venture, partnership, agency, employer/employee, or similar relationship between you and SEG, or as authorizing you or SEG to act as the agent or representative of the other. Nothing in this Agreement shall create any obligation between either you or SEG on the one hand, and a third party on the other hand. You understand and agree that you are the buyer of the Tickets, and that SEG is not the seller—SEG is only providing certain services related to your purchase. SEG makes no representation or warranty of any kind about the event or venue for which you purchased the Tickets. Unless otherwise stated, SEG is not affiliated with the venue, the event, their producer(s), organizer(s), promoter(s), or sponsor(s), and SEG does not claim to be endorsed or approved by them.

5. Representations and Warranties.

   You represent and warrant to SEG the following:

   1. All the information that you provide to SEG—including, but not limited to, your name, address, email address, mailing address, billing address, telephone number, and credit card information—is true, complete, and correct. You agree to update this information as soon as it changes.
   2. Neither the execution nor the performance of this Agreement violates or conflicts in any way with any other agreement by which you may be bound, or with any other duties imposed upon you by contract or law.
6. Covenants. You agree that:
   1. All payments made by you for the Tickets are final. Once a purchase is completed, it cannot be canceled, refunded, or exchanged except as expressly stated in the Agreement;
   2. SEG shall not be responsible for lost, stolen, or damaged Tickets after they have been sent to you. It is your responsibility to keep your Tickets in a safe place. SEG will not replace Tickets that are lost, stolen, or damaged after delivery to you.
   3. Only you and other individuals attending an event pursuant to the Tickets that you purchased (your “Guests”) shall be entitled to access and use the suite for the event;
   4. The Tickets that you purchase will allow you and your Guests access to the suite listed in the Listing only, and not to other suites at the venue;
   5. You and your Guests shall have access to the suite only during the event for which the Tickets were purchased;
   6. You and your Guests assume all risks and dangers incidental to the event at the venue for which you purchased the Tickets, whether before, during, or after the event. SEG and the Seller shall not be responsible for any act or failure to act of any individual at the event;
   7. You and your Guests shall comply with all federal, state, county and local laws, rules, and regulations;
   8. You and your Guests shall comply with all rules, regulations, procedures, codes of conduct of the event organizer, provider, and venue;
   9. You shall be responsible for the conduct of your Guests. You shall promptly inform SEG of any loss, injury, or damage incurred in the suite or the venue during the event. You shall be responsible for any such loss, injury, or damage if they were caused by you or your Guests, including damage to the suite, its furniture or fixtures, and the venue. If SEG learns that you or your Guests caused any such loss, injury, or damage, then you agree that (1) SEG may pay to remedy or repair such loss, injury, or damage, (2) SEG may invoice you for such amount, and (3) you shall pay SEG the full amount of the invoice no later than fifteen (15) days after you receive it. SEG, and the Seller, shall not be responsible for any loss, injury, or damage to any person or to any property relating to your conduct or the conduct of your Guests;
   10. You shall bear the cost of all amenities (e.g., food, beverages) that are not included with your Tickets;
   11. You shall not offer use of the suite in connection with a public promotional plan;
   12. You shall provide, at SEG’s request, any additional information SEG may reasonably require to confirm your identity, creditworthiness, ability to pay, or the source of funds for the purchase of the Tickets. SEG may cancel your purchase of the Tickets at any time if SEG reasonably suspects fraud or prohibited or illegal activity;
   13. SEG may, at its discretion, share your contact details and transaction information with the stadium or venue where the event is taking place;
   14. This Agreement may be executed and delivered by mail, by electronic means, or by facsimile.
7. Website Errors and Interruption.

   SEG reserves the right to modify or discontinue, temporarily or permanently, its Website with or without notice at any time. You agree that SEG shall not be liable for any modification, suspension, interruption, or discontinuation of its Website for any reason. SEG is not responsible for any typographical or other errors contained on the Website, including errors in the Listing, whether caused by human, mechanical, electronic, or any other act, omission or processes. In the event Tickets are listed at an incorrect price or with incorrect information, SEG reserves the right to refuse or cancel any sale of such Tickets, including those for which your credit card has already been charged.

8. Postponed or Rescheduled Events.

   SEG and you agree to abide by the policy of the event and venue of your Tickets regarding postponed or rescheduled events. In the absence of such a policy, you agree to the following: If an event for which you purchased Tickets is postponed or rescheduled, your purchase will apply to the postponed or rescheduled event date and time. It is your responsibility to check for any possible changes in date and time of the event. You agree that SEG is not responsible for changes in date or time of the event, and that refunds will not be issued due to event dates or times being changed. Your Tickets will be honored for the postponed or rescheduled event date.

9. Cancelled Events.

   SEG and you agree to abide by the policy of the event and venue of your Tickets regarding canceled events. In the absence of such a policy, you agree to the following: Refunds shall not be issued for event cancellations due to terrorism, acts of violence, or acts of God (e.g., earthquake, flood). Refunds shall only be issued for events that are cancelled in their entirety and not rescheduled (in other words, there will be no refund for an event that is canceled after it starts). If an event is cancelled, you shall receive a full refund no later than fourteen (14) days after the date of the event’s cancellation. Under no circumstances shall SEG be liable to you for an amount exceeding the purchase price of the Tickets.

10. Changes to Event Lineup, Participants, or Matchups.

    SEG is not responsible for any changes to the event’s participants, performers, matchups, or lineup (including headliners, undercards, or supporting acts). You acknowledge that your Tickets are for the overall event and not for any specific individual or performance. Refunds will not be issued due to changes in participants, matchups, or order of appearance.

11. Limitations of Liability and Indemnification.

    You agree that SEG, the Seller, and the venue shall not be liable to you, your Guests, or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, or for lost profits, revenues or business opportunities, even if SEG, the Seller, or the venue has been advised of the possibility of such damages, and regardless of whether their alleged liability is based on contract, tort, or any other legal theory. You hereby agree to indemnify and hold SEG, the Seller, the venue, and each of their officers, directors, employees, agents, representatives and contractors (collectively, the “SEG Group”) harmless from any and all claims, actions, causes of action, demands, agreements, promises, liabilities, debts, controversies, damages, losses, costs and expenses (including without limitation reasonable lawyers’ fees and disbursements, experts fees and costs of investigation), whether based on contract, tort or otherwise, contingent or fixed, liquidated or unliquidated, known or unknown, asserted or unasserted (collectively, “Claims”), that in any manner relate to or are based upon or arise now or in the future from this Agreement, your purchase of the Tickets, or the attendance by you or your Guests at the event for which you purchased the Tickets.

12. General Provisions.
    1. Notice.

       Any notice or communication to SEG must be in writing and may be delivered in person, by email, fax, or by certified mail (via the U.S. Postal Service) to the following address:

       Suite Experience Group, LLC.
       650 California Street, Floor 7
       San Francisco, CA 94109
       Tel. 800.592.7043
       [email protected]

    2. Waiver and Cumulative Remedies.

       No failure or delay by any party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

    3. Severability.

       If any part of this Agreement is found to be unenforceable by a court, the rest of the Agreement will still remain valid and enforceable.

    4. Binding Effect; Assignment.

       This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns. Neither this Agreement nor any rights, duties, or obligations under it may be assigned, transferred, or delegated, in whole or in part, by either party—whether by law or otherwise—without the prior written consent of the other party. Any purported assignment of rights or delegation of obligations in violation of this Section will be void. References to a party in this Agreement also refer to such party’s heirs, successors and permitted assigns. Notwithstanding anything to the contrary in this Section, you agree that SEG, in its sole discretion and without any notice to you, may assign or transfer to a third party, including the Owner and the venue, any legal right or claim that SEG deems to have against you or your Guests.

    5. Governing Law.

       This Agreement and the rights of the parties hereunder shall be governed by and construed in accordance with the laws of the State of New York, exclusive of conflict or choice of law rules. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the foregoing sentence with respect to applicable substantive law, any arbitration conducted pursuant to the terms of this agreement shall be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16).

    6. Arbitration.

       Any dispute, claim or controversy arising out of or relating to this agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in New York, New York, before one (1) arbitrator. The arbitration shall be administered by JAMS pursuant to (a) JAMS’ Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules, if any claim or counterclaim exceeds $250,000.00, not including cost, interest or attorney’s fees, or (b) JAMS’ Streamlined Arbitration Rules and Procedures, if no claim or counterclaim exceeds $250,000.00, not including cost, interest or attorney’s fees. Judgment on the arbitration award may be entered in any court having jurisdiction. In any arbitration arising out of or related to this agreement, the arbitrator shall award to the prevailing party, if any, the costs, expenses, and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration. The parties shall maintain the confidential nature of the arbitration proceeding and the award, including the hearing, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision. This paragraph shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

    7. Service of Process.

       In addition to the methods of service allowed by law, each party hereby irrevocably and unconditionally consents to service of process upon it by registered, priority, or certified mail. Service hereunder shall be complete upon a party’s actual receipt of process or upon the receipt of the return thereof by the United States Postal Service as refused or undeliverable.

    8. Injunctive Relief.

       The parties acknowledge that a breach of any of the provisions contained in this Agreement will result in irreparable and continuing harm for which there will be no adequate remedy at law and that the non-breaching party shall be entitled to injunctive relief and/or a decree for specific performance, and such other relief as may be proper (including monetary damages if appropriate). Nothing in this Agreement shall prevent a party from seeking injunctive relief in any court of competent jurisdiction.

    9. Entire Agreement and Construction.

       This Agreement constitutes the entire agreement between the parties as to its subject matter and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning the subject matter of this Agreement. No modification, amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by the parties.

    10. No Interpretation Against Drafter.

        There shall be no rule of interpretation against the drafter in drafting this Agreement.

    11. Headings.

        Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.