A. Processing, Service Charge, and related Fees. Registered Users who elect to use the Event Payment Services (as defined below) must pay Splash’s then-current processing fee. The standard fee for Event Payments (as defined below and commonly referred to as the fee per ticket) is available at https://support.splashthat.com/hc/en-us/articles/201651279-EXACTLY-how-much-is-the-fee-per-ticket-. A portion of processing fees are typically reserved for payment to third-party payment processors and the remainder goes to Splash.
B. Fees Subject to Change. Splash reserves the right to change any fee that may be charged by Splash at any time, at the sole discretion of Splash and upon reasonable notice posted in advance on the Site or otherwise through the Services. No refunds of fees already paid will be given. If Splash exercises its right to cancel an Account as provided under these Terms of Service, at any time, we will not refund fees already paid for services rendered.
C. Payment Processors. Splash may use either Braintree Payment Solutions LLC (“Braintree”) or Stripe, Inc. (“Stripe”) (each, a “Payment Processor”) for payment processing.
1. Braintree. Splash uses Braintree for payment processing if you choose the direct deposit or Venmo “payout method” when you create a ticketed event. In order for you to use Braintree’s payment processing services (the, “Braintree Services”), you must enter into the Payment Services Agreement (the “Braintree PSA”, available at https://www.braintreepayments.com/legal/payment-services-agreement) with Braintree and the Bank Agreement with Braintree and its sponsoring bank (the “Braintree Bank Agreement”, available at https://www.braintreepayments.com/legal/bank-agreement). By accepting this Agreement, you agree: (a) that you have downloaded or printed the PSA and the Braintree Bank Agreement, and (b) that you have reviewed and agree to the PSA and the Braintree Bank Agreement. Please note that Splash that is not a party to the PSA or the Braintree Bank Agreement and that you, Braintree and Braintree’s sponsoring bank (as applicable) are the parties to the PSA and the Braintree Bank Agreement and that Splash has no obligations or liability to you under the PSA or the Braintree Bank Agreement. If you have questions regarding the PSA or the Braintree Bank Agreement, please contact Braintree at 877.434.2894. We are not responsible for error by Braintree.
D. Billing. By choosing to use the Event Payment Service, the Vendor Payment Service (both defined below) or any Services described in this Section 5 for which Splash charges a fee now or in the future (the “Paid Services”), you agree to pay us, through the applicable Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the applicable Payment Processor to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.
E. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the applicable Payment Processor do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
F. Event Payments. Event Planners may elect for payments to be collected on their behalf from attendees of events (“Event Payments”) (the “Event Payment Service”). These payments may be collected through a number of methods, including electronic methods using third-party services (such as Stripe or Braintree). The Stripe SSA and CAA shall apply to all Event Payments using the Stripe Services and the below terms shall not apply. If an Event Planner uses the Braintree Services then the below terms shall apply in addition to the Braintree PSA and Braintree Bank Agreement:
i. Splash Obligations. Splash shall transfer payments, less applicable fees, from the attendees of events (each a “Payee”) to the appropriate recipient as soon as practicable. Splash shall also provide the Event Planner, to the extent available, with a record of all Event Payments made for a particular event and from where those payments originated (a “Transaction Record”). Splash makes no guarantees as to the correctness or completeness of Transaction Records, particularly where Splash must rely on a third-party service provider for the applicable information. Splash will also provide Event Planners with the terms of service of any third party services that it uses for this purpose for their review prior to collection of any Event Payments.
ii. Advances. Registered User agrees that any portion of the Event Payments for a given event are earned by the Registered User only following the conclusion of the applicable event. Splash, in its sole discretion, may determine to advance a portion of the Events Payment to Registered User prior to thirty (30) days following the conclusion of the applicable event, on such terms and conditions as Splash and Registered User may establish from time to time. Such terms will be agreed to by us in a separate agreement, signed by each of Splash and Registered User or will be made available to Registered User at the time the advance is agreed to. Registered User acknowledges and agrees that any payments by Splash to Registered User of any portion of the Event Payments prior to the thirtieth (30th) business day after the end of date of the applicable event are merely advances of amounts that may become due to Registered User under this Terms of Service and that Splash may demand back such advances (or any portion thereof) from time to time in its sole discretion based upon the level of refunds, disputed charges, chargebacks, customer complaints, allegations of fraud, change in Registered User’s credit profile or the underlying event’s risk profile, or breaches of the Terms of the Service. Upon receipt of any such demand, Registered User shall thereupon promptly pay back to Splash the portion of any such advance demanded. Alternatively and at its sole discretion, Splash may withhold other money due to Registered User to satisfy any such demand.
iii. Reserves. Splash reserves the right to retain a certain percentage of the Event Payments to fund a reserve (i) at any time as Splash may determine (in its sole discretion) if necessary based upon the level (or expected level) of refunds, disputed charges, chargebacks, complaints, allegations of fraud or changes in Registered User’s credit profile or the underlying event’s risk profile; and/or (ii) as otherwise necessary to secure the performance of Registered User’s obligations under the Terms of Service, any Master Service Agreement (“MSA”) or Statement of Work (“SOW”) and any Vendor Agreement (if applicable). Splash’s right to hold a reserve shall continue following the applicable event and until either (A) Registered User has discharged all obligations under the Terms of Service, MSA, SOW and/or the Vendor Agreement (if applicable) and the applicable periods for refunds, disputed charges, chargebacks, and complaints have passed or (B) Registered User has otherwise provided Splash with adequate security (as determined by Splash in its sole discretion) for its obligations under the Terms of Service, MSA, SOW and/or the Vendor Agreement (if applicable), whether matured or unmatured, contingent or noncontingent, or liquidated or unliquidated.
iv. Chargebacks; Reversals. If you have elected to use the Event Payment Service, any credit card chargebacks or other transaction reversals initiated against Splash or its affiliates for any reason with respect to your event and all related credit card association, payment processing, re-presentment, penalty and other fees and expenses incurred by Splash or its affiliates in connection with such chargebacks shall ultimately be the responsibility of you, and you acknowledge and agree to promptly and fully reimburse and indemnify (including payment for costs, expenses and reasonable attorneys’ fees) Splash for any such amounts on demand.
v. Fraudulent, Erroneous or Duplicate Transactions; Mandatory Refunds. Splash reserves the right to seek reimbursement from you, and you will reimburse Splash, if Splash discovers a fraudulent transaction, erroneous or duplicate transaction, or if Splash receives a chargeback or reversal from your credit card company, bank or PayPal for any reason. You agree to and acknowledge Splash’s right to investigate any and all transactions for fraud. Further, you agree to cooperate with any reasonable requests made by Splash in an effort to investigate fraud. You agree that Splash has the right to obtain such reimbursement by any lawful means, including using a third party collection agency. Failure to pay for reimbursements of a chargeback or a reversal of payment is cause for suspension or termination of your Account. You hereby agree to promptly and fully reimburse and indemnify (including payment for costs, expenses and reasonable attorneys’ fees) Splash and its affiliates upon demand for refunds that Splash makes pursuant to this Terms of Service. You acknowledge and agree that chargebacks will result in losses to Splash in excess of the amount of the underlying transaction and that by refunding transactions in advance of a chargeback Splash is mitigating such losses and its damages with respect to your breach of this Terms of Service and any Vendor Agreement (if applicable).
G. Vendor Payments. Event Planners may elect to pay Vendors through Splash (the “Vendor Payment Service”), where Splash shall collect and direct payment from Event Planners to Vendors using a third-party payment service.
i. Invoices. When a Vendor completes an agreed-to task for an Event Planner and the Event Planner has elected to use the Vendor Payment Service, the Vendor will submit an invoice to the Event Planner under the applicable Vendor Agreement. The invoice shall not be final and approved for payment until both the Event Planner and the Vendor have confirmed the accuracy of the invoice or have waived the right to review it. SPLASH ENCOURAGES ALL EVENT PLANNERS AND VENDORS TO REVIEW INVOICES.
ii. Payments. As directed by the Event Planner, final invoices shall be paid either (1) by Splash from collected Event Payments, (2) by Splash from funds provided by the Event Planner or (3) directly by the Event Planner or its client. If an Event Planner elects to pay from collected Event Payments, but the Event Payments are insufficient to cover applicable final invoices, the uncovered invoices shall be submitted directly to the Event Planner for payment. Under no circumstances will Splash be ultimately responsible for payments to be made on behalf of Event Planners.
iii. Disputes. Unless otherwise provided for under an applicable Vendor Agreement, if an Event Planner reasonably disputes any invoice, the Event Planner will pay all undisputed amounts within the time frames specified in Vendor Agreement, and both parties will cooperate to verify any disputed amounts. Any invoiced amounts reasonably disputed by an Event Planner will not be payable to a Vendor until such dispute is resolved.
i. Authorized Payments are Final. Your use of the Event Payment Service or the Vendor Payment Service (the “Payment Services”) constitutes your agreement to pay for any amounts that you authorize us to charge against your credit card, bank account, PayPal account or other payment method. Such payments, once authorized, are final.
ii. Currency. The Payment Services operate in U.S. Dollars and therefore Splash is not responsible for currency fluctuations that occur when billing or crediting a credit or debit card denominated in a currency other than U.S. Dollars, nor is Splash responsible for currency fluctuations that occur when receiving or sending payments via wire transfer, check or automated clearinghouse.
iii. Non-Exclusive Remedies. If, for any reason, Splash does not receive payment for any amounts that you have authorized to be paid through your use of the Payment Services, you agree to pay such amount immediately upon demand by Splash. In the event any amounts are owed by you to Splash under the Terms of Service Splash may, without limiting its other rights and remedies and to the extent permitted by applicable local, state, provincial, national or other laws, rules or regulations (A) withhold any amounts due to you, whether for a particular event or for any other event that you list through the Services and use the withheld amount to setoff the amounts owed by you to Splash; and/or (B) send an invoice to you for such amounts to the extent your outstanding balance is insufficient to cover these costs, in which case you shall pay Splash such invoiced amounts within thirty (30) days after the date of the invoice. Failure to pay for any amounts due after receiving a late payment notice from Splash means that Splash may in its sole discretion and without limiting its other rights and remedies, suspend or terminate your Account.