1. Who We Are.

1.1 Tangopolix.

Welcome to Tangopolix! We are a marketing and event management platform dedicated to empowering the global tango community to discover and sign up for tango events easily. Through our platform, mobile app and services we enable people all over the world to publish, manage, search and register for tango festivals, tango marathons, encuentros milongueros, seminars, workshops and any type of event related to tango.

1.2 The Services.

Tangopolix’s website and domain tangopolix.com, and all of the webpages, subdomains, and subparts of this website (collectively, our "Site"), all of the services available on or through the Site or otherwise provided by us, and our mobile application TGPX Pro (the "Application") are offered, maintained and provided by Tangopolix. We refer to all of these as our "Services". Tangopolix is the business name under which Daniel Mera de Agustin, registered as a Sole Trader in the United Kingdom with VAT number GB 259529855, trades as with its place of business at 272 Lymington Avenue, N22 6JN, London ("Tangopolix," "us," "we" or "our").

1.3 Organisers, Vendors and Attendees.

Through the Services, Tangopolix provides a simple and quick means for registered users who have been approved as event organisers by Tangopolix ("Organisers") to create event entries in Tangopolix’s event directory, an organiser profile and to promote those pages and events. In addition, Tangopolix also enables Organisers to sell tickets, registrations and/or vouchers related to their events (collectively, "Organiser Products") to users who wish to make purchases and/or registrations from or to such events ("Attendees", "you" or "your"). We refer to Organisers who sell Organiser Products through the Services as "Vendors".

2. Our Buyer Agreement.

2.1 Application.

The following policy sets forth the terms and conditions upon which Attendees can use the Services to buy Organiser Products and/or register for an event promoted by a Vendor through the Site (this "Buyer Agreement"). By accepting the Terms of Service, you agree to the terms of this Buyer Agreement without modification and enter into a binding contract with Tangopolix, which will be applicable when and if you use the Services to buy Organiser Products from a Vendor at the Site.

2.2 Incorporation By Reference.

This Buyer Agreement and the rights and obligations contained in this Buyer Agreement are in addition to and are incorporated into the Terms of Service by reference. Nothing in this Buyer Agreement shall be deemed to modify, waive, amend or rescind any other term of the Terms of Service.

3. Tangopolix's Role.

3.1 Ticketing Service and Limited Agent.

Tangopolix is not the organiser or owner of the events listed for sale or registration on the Services. Tangopolix provides the Services, which allow Organisers and Vendors to list and promote their events, but all sales are made by the respective Vendor listed on the applicable event page. Tangopolix is solely acting as a ticketing service provider between Vendor and Attendee for specific events. Tangopolix also acts as the Vendor’s limited agent solely for the purpose of using its third party payment service provider to enable payments made by Attendees on the Services with respect to an event and passing such payments through to the applicable Vendor. It is the Vendor’s sole obligation to ensure that any event page posting on the Services and the nature and conduct of the underlying event meet all applicable local, state, provincial, national and other laws, rules and regulations, and that the goods and services described in any event page posting are actually delivered in a satisfactory manner. Tangopolix assumes no liability incidental to the event for which tickets are sold or purchased. Attendee assumes all risks associated with attendance of events.

3.2 Independent Payment Relationship.

Vendors and Attendees effect the applicable payment transaction through a third party service, which is provided by Leetchi Corp SA, a licensed electronic money issuer ("MangoPay") and are bound by the applicable terms of use governing such service ( detailed in the Mangopay Payment Services Framework Contract). Tangopolix accepts no obligation or liability with respect to the performance or nonperformance of such third party service.

4. Pricing and Availability.

4.1 Prices and charges.

Prices for Organiser Product are set by the Vendor for each of its events, not Tangopolix. There are no additional fees charged to the Attendee when purchasing Organiser Products through the Services in addition to the displayed amount at the Site. Such amount shall include all fees and taxes collected by Tangopolix and/or the Vendor for such sell.

4.2 Currency.

Vendors set the pricing for their Organiser Products in a single currency. Tangopolix shall display pricing in the Site for the Organiser Products of a particular Vendor in such set currency and MangoPay shall charge the Attendee’s card accordingly in such currency. Attendee acknowledges and agrees that any currency conversion that may be required shall be executed by Attendee’s card issuer and/or its affiliates who in turn will apply their own currency exchange rate and any applicable fees.

4.3 Availability.

The number of Organiser Products sold for an event is set by the Vendor, not Tangopolix. Tangopolix will not be held liable for Organiser Product over sales. Should Organiser Products be oversold by the Vendor, the Vendor has discretion as to the method of refund, including but not limited to event price refund, or ticket exchange for a similarly equivalent event.

5. Cancelled and Rescheduled Events.

5.1 Cancelled Events.

Vendors or others outside the control of Tangopolix may cancel events. Whereas Tangopolix will do all reasonable endeavours to recover and refund purchases for Organiser Products sold for a cancelled event, Attendee agrees and acknowledges that only the Vendor responsible for a cancelled event is liable to refund the Organiser Products sold for such event and that it may not be possible for Tangopolix to facilitate such refund.

5.2 Rescheduled Events.

Vendors or others outside the control of Tangopolix may reschedule events. It is at the Vendor's discretion whether to refund the Organiser Product price or exchange the tickets for a similarly equivalent event should rescheduling occur. In the case where an event is rescheduled and Vendor decides to exchange the tickets for a similarly equivalent event, Tangopolix will do all reasonable endeavours to provide instructions on the Site on how to exchange such event specific tickets. Where Vendor decides to refund the Organiser Products for the rescheduled event, Tangopolix will do all reasonable endeavours to recover and refund purchases of those Organiser Products sold for such rescheduled event. Attendee acknowledges and agrees that only the Vendor responsible for a rescheduled event is liable to refund or exchange the Organiser Products sold for such event and that it may not be possible for Tangopolix to facilitate such operation.

6. Refunds.

Because all transactions are between a Vendor and its respective Attendees, Tangopolix asks that all Attendees contact the applicable Organiser of their event with any refund requests. Vendors agree to include and maintain a refund policy on the Vendor’s terms and conditions and that refund policy will govern, provided that the refund policy must be consistent with Attendee Refund Policy Requirements available here. In the event that a Vendor has not responded to a refund request within five (5) business days or there is a dispute between an Vendor and an Attendee that cannot be resolved, either party may contact Tangopolix. Tangopolix may, in its discretion, attempt to mediate such dispute, however, Tangopolix will have no liability for (a) a Vendor’s failure to give refunds; (b) Tangopolix’s failure to mediate a dispute; or (c) Tangopolix’s decision if it does mediate the dispute.

7. Order Cancellation.

Tangopolix reserves the right to cancel Organiser Product orders made by Attendee for any reason, not limited to incorrect billing information and/or fraudulent Organiser Product purchasing.

8. Resale of Tickets.

Organiser Products purchased through Tangopolix are for individual use only and not for resale. Resale will automatically void tickets, barring refunds, exchanges, and entry into event.

This document was last updated on June 26, 2018

1. Who We Are.

1.1 Tangopolix.

Welcome to Tangopolix! We are a marketing and event management platform dedicated to empowering the global tango community to discover and sign up for tango events easily. Through our platform, mobile app and services we enable people all over the world to publish, manage, search and register for tango festivals, tango marathons, encuentros milongueros, seminars, workshops, and any type of event related to tango.

1.2 The Services.

Tangopolix’s website and domain tangopolix.com, and all of the webpages, subdomains, and subparts of this website (collectively, our "Site"), all of the services available on or through the Site or otherwise provided by us, and our mobile application TGPX Pro (the "Application") are offered, maintained and provided by Tangopolix. We refer to all of these as our "Services". Tangopolix is the business name under which Daniel Mera de Agustin, registered as a Sole Trader in the United Kingdom with VAT number GB 259529855, trades as with its place of business at 272 Lymington Avenue, N22 6JN, London ("Tangopolix," "us," "we" or "our").

1.3 Organisers, Vendors and Attendees.

Through the Services, Tangopolix provides a simple and quick means for registered users who have been approved as event organisers by Tangopolix ("Organisers") to create event entries in Tangopolix’s event directory, an organiser profile and to promote those pages and events. In addition, Tangopolix also enables Organisers to sell tickets, registrations and/or vouchers related to their events (collectively, "Organiser Products") to users who wish to make purchases and/or registrations from or to such events ("Attendees"). We refer to Organisers who sell Organiser Products through the Services as "Vendors" (or "you").

2. Our Vendor Agreement.

2.1 Application.

The following policy sets forth the terms and conditions upon which Vendors can use the Services to create, promote and/or collect sales proceeds for an event selling tickets and/or registrations (this "Vendor Agreement"). By accepting the Terms of Service, you agree to the terms of this Vendor Agreement without modification and enter into a binding contract with Tangopolix, which will be applicable when and if you use the Services to create, promote and/or collect sales proceeds for an event selling tickets and/or registrations.

2.2 Incorporation By Reference.

This Vendor Agreement and the rights and obligations contained in this Vendor Agreement are in addition to and are incorporated into the Terms of Service by reference. Nothing in this Vendor Agreement shall be deemed to modify, waive, amend or rescind any other term of the Terms of Service.

3. Additional Registration Information.

3.1 Additional Information.

Prior to start selling Organiser Products through the Services or at any time after having started such activity, you may be required by Tangopolix to provide additional information (beyond the information required to register for the Services) about yourself, the entity you represent (if any) and its legal representative (if different from you), and the principals/beneficial owners of the entity you represent (if any) (collectively, "Additional Registration Data"). As an example, the Additional Registration Data may include current address, doing business as (DBA) names, description of products, entity address, bank account or other payment account information, Tax Identification Numbers, date of birth, passport or drivers licence number, nationality, any Know Your Customer ("KYC") documentation required by MangoPay (as defined below) according to the Mangopay Payment Services Framework Contract, copies of government identification documents and other personal or business information related to yourself, the entity you represent or the legal representative of you entity. This information may be used to verify your identity, the validity and/or legality of your transactions and/or whether you qualify to use the Services to sell Organiser Products. You agree to: (a) provide this information in a timely, accurate and complete manner and (b) maintain and promptly update this information in a timely manner to ensure it remains accurate and complete at all times.

3.2 Disclosure Authorization.

Vendor agrees that Tangopolix is permitted to share Personal Identification Information (as defined in the Privacy Policy), Additional Registration Data and information relating to your events and transactions on the Services with MangoPay (as defined below) and with your bank or other financial institution, in each case to the extent your transactions or events involve such third parties. In addition, you authorize Tangopolix to verify your Personal Identification Information and Additional Registration Data and conduct due diligence on you through third parties, including third party credit reporting agencies.

3.3 Failure to Provide.

We reserve the right to suspend your Tangopolix account or to withhold any amounts due to you in the event that we reasonably believe that your Personal Identification Information or Additional Registration Data is inaccurate or if you fail to provide all Personal Identification Information or Additional Registration Data within the time frames requested.

4. Payment Method; Payment Process.

4.1 Overview.

(a) Payment Method.

All sales proceeds from ticket, registration and voucher sales solicited via the Services (collectively, "Event Registration Fees") are collected and processed by a third party payment service which is provided by Leetchi Corp SA, a licensed electronic money issuer ("MangoPay").

(b) MangoPay Wallet.

As a Vendor you agree that Tangopolix creates an electronic money account for you at MangoPay ("MangoPay Wallet") and you also agree to the Mangopay Payment Services Framework Contract. The electronic money deposited in your MangoPay Wallet is managed and operated by MangoPay and is ring fenced and segregated from other deposits made on other MangoPay Wallets in accordance with the Mangopay Payment Services Framework Contract.

(c) Independent Relationship.

Vendors and Attendees effect the applicable payment transaction through a third party service, which is provided by MangoPay, and are bound by the applicable terms and conditions governing such service ( detailed in the Mangopay Payment Services Framework Contract). Tangopolix accepts no obligation or liability with respect to the performance or nonperformance of such third party service.

(d) Tangopolix’s Role.

For the avoidance of doubt, Tangopolix does not and will not provide banking, deposit taking, stored value, insurance or any other financial services to a Vendor. For convenience, Tangopolix shows you the balance held in your MangoPay Wallet in your profile page of the Site.

(e) Confirmations.

Upon an order being placed by an Attendee and confirmed through Tangopolix, Tangopolix generates a confirmation message, sets the order status to "confirmed" for such Attendee’s order and issues an electronic ticket containing a unique serial number for each of the Organiser Products purchased by the Attendee. All electronic tickets are issued with its status set to "assigned" and Vendor may change such status to "used" through the Services once the commitment has been fulfilled. Vendor agrees to unconditionally accept, honor and fulfill all ticketing, registration, and voucher commitments that have been confirmed by Tangopolix through the Services, and it is Vendor’s responsibility to verify an Attendee’s order status, electronic ticket status and/or any event restrictions prior to the applicable event.

(f) Fees.

Vendor agrees to pay Tangopolix all applicable service fees for each Organiser Product sold via the Services (the "Tangopolix Service Fee"). To the extent Vendor completes more than one (1) Payout (as defined below) per calendar month, Vendor also agrees to pay Tangopolix the additional fee (the "Withdrawal Fee") for each additional Payout in excess of one (1) during a particular calendar month, being the Withdrawal Fee not applicable to the first Payout in such calendar month (the "Withdrawal Fee Allowance"). The Tangopolix Service Fee and the Withdrawal Fee are agreed between each Vendor and Tangopolix on a case by case basis prior to the start of selling Organiser Products via the Services. Note that these fees are subject to change from time to time with respect to transactions that occur following the change. In addition, Vendor may from time to time request additional Services from Tangopolix, including without limitation, marketing and promotion services, on-site services, bespoke ticket design and dedicated support, which Tangopolix may provide at its discretion and the terms of which will be covered by a separate written agreement. Fees for such ancillary Services (the "Ancillary Fees") will be disclosed to Vendor prior to Vendor’s acceptance of such Services. The Tangopolix Service Fee, the Withdrawal Fee and the Ancillary Fees are referred to herein as the "Fees."

(g) Invoices.

Invoices for Fees are sent to Vendors no later than seven (7) days after the conclusion of the event for which the Fees have been incurred. All invoices are due and payable within thirty (30) days of delivery of the invoice.

4.2 Payment Processing.

(a) Underwriting.

Upon receipt of Additional Registration Data, Tangopolix will determine, in its discretion, whether you are qualified to sell Organiser Products through the Services. We may also require you to provide additional details or documentation at our discretion to ensure that MangoPay will be able to identify you to comply with its legal obligations. You may not qualify for such selling if your event is a Prohibited Event, you are a Prohibited Vendor and/or your transactions are Prohibited Transactions, in each case as such terms are defined in Section 5.

(b) Payment Process.

Payment processing occurs directly through MangoPay. Event Registration Fees for your events minus any applicable Fees are deposited in your MangoPay Wallet. Vendor agrees that a payment made by an Attendee into Vendor’s MangoPay Wallet shall be considered the same as a payment made by an Attendee directly to Vendor and Vendor will sell or provide all advertised goods and services to the Attendee as if Vendor had directly received the Event Registration Fees from such Attendee, regardless of whether the corresponding balance in your MangoPay Wallet have yet to be withdrawn by you.

(c) Withdrawals.

Vendor may withdraw any authorised balance from Vendor's MangoPay Wallet into your designated bank account ("Payout") by requesting MangoPay to initiate such transfer through the provided options for such purpose at the Site. Such Payouts will be made only to any of the bank accounts you provide to MangoPay through the Services. All Payouts are made by bank transfer and are subject to any applicable Fees. Vendor agrees that Tangopolix may not authorise the withdrawal of any sales proceeds that have been deposited in your Mangopay Wallet resulting from Event Registration Fees collected for your events during the last fourteen (14) days ("Retention Period"). Vendor acknowledges and agrees that to be able to withdraw a total amount in excess of a thousand (1000) Euros (or local currency equivalent) per legal year from Vendor’s MangoPay Wallet, Vendor must provide additional documents as described here that will be shared with MangoPay through the Services. In addition, Vendor acknowledges and agrees that Tangopolix may at any time (i) terminate or suspend Vendor’s capability of initiating Payouts through the Services; and/or (ii) alter the terms (i.e. Withdrawal Fee, Withdrawal Fee Allowance and Retention Period) of such Payouts made by Vendor. In addition, Vendor agrees that Tangopolix may demand back such Payouts (or any portion thereof) from time to time in its discretion based upon the level of refunds, disputed charges, chargebacks, customer complaints, allegations of fraud, changes in Vendor’s credit profile or the underlying event(s)’ risk profile, or breaches of the Terms of Service, including this Vendor Agreement. Upon receipt of notice of any such demand, Vendor shall thereupon promptly pay back to Tangopolix the portion of any such Payout demanded. Vendor acknowledges and agrees that Tangopolix has the right to withhold funds as set forth in Section 4.4(a) of this Vendor Agreement. Vendor also acknowledges and accepts its obligations under Section 4.2(f) and 4.3(c) of the Vendor Agreement, including its obligations to reimburse Tangopolix for refunds and credit card chargebacks.

(d) Appointment as Agent.

Vendor hereby appoints Tangopolix as Vendor's limited selling agent solely for the purpose of managing sales made to Attendees for such events through the Services and collect payments through MangoPay. Vendor agrees that in its role as limited agent, Tangopolix is authorized to (i) enable Attendees to transfer or upgrade a ticket and/or registration (if such transfers are permitted by Vendor during the event registration process); (ii) issue refunds to Attendees as set forth in Section 4.3 below; and (iii) manage credit card chargebacks as set forth in subsection (f) below. In accepting appointment as the limited agent of Vendor, Tangopolix assumes no liability for any acts or omissions of Vendor.

(e) Cancellations; Nonperformance.

No Payouts shall be made by Vendor with respect to any event that is cancelled. Tangopolix has the right to reject any Payout initiated by Vendor with respect to any event that is cancelled or with respect to which Tangopolix believes there is a risk of cancellation or nonperformance, unless Tangopolix receives adequate security (as determined by Tangopolix in its discretion) for Vendor’s obligations under this Vendor Agreement. If Payouts have already been made by a Vendor for a cancelled event, Vendor will immediately refund to a bank account designated by Tangopolix all such Payouts upon cancellation of such event for the purpose of effecting refunds if refunds are being made under the conditions set out in Section 4.3. In addition, vendor will also refund to Tangopolix any fees that MangoPay may impose to Tangopolix for such transaction.

(f) Chargebacks; Reversals.

Any credit card chargebacks or other transaction reversals initiated against Tangopolix or its affiliates for any reason (except to the extent they are caused solely by Tangopolix’s negligence or willful misconduct) with respect to a Vendor’s event and all related credit card association, payment processing, re-presentment, penalty and other fees and expenses incurred by Tangopolix or its affiliates in connection with such chargebacks shall ultimately be the responsibility of Vendor, and Vendor agrees that Tangopolix may deduct such reversed amount from the MangoPay Wallet of Vendor. If there are insufficient funds available in your MangoPay Wallet or this results in a negative balance of your MangoPay Wallet, you agree to promptly and fully reimburse Tangopolix for such amounts on demand. Failure to do so may result in Tangopolix either (i) suspending you from using the Services until such time as you deposit funds to restore your MangoPay Wallet to a positive balance and/or (ii) attempting debt recovery through other means. Tangopolix may also charge a reasonable fee to cover the costs involved in recovering these sums. As part of Tangopolix’s limited selling agency, Tangopolix will use commercially reasonable efforts to manage the re-presentment of such chargebacks and reversals on behalf of Vendor and Vendor hereby authorizes Tangopolix to do so and agrees to use reasonable efforts to cooperate with Tangopolix in such re-presentment. However, Tangopolix shall have no obligation to re-present any chargeback that it believes in its discretion it is more likely than not to lose or that relates to a transaction that should be refunded in accordance with the Vendor’s refund policy or the provisions of Section 4.3(c) below. Both parties agree that Tangopolix’s loss of any chargeback that has been re-presented by Tangopolix shall not in any way limit Vendor’s obligation to reimburse Tangopolix and its affiliates under this paragraph.

(g) Currencies.

Tangopolix only provides the ability to sell Organiser Products in certain currencies and for Vendors in certain locations listed here. In addition, sales proceeds deposited in your MangoPay Wallet as a result of collecting Event Registration Fees in a particular currency may only be withdrawn by Vendor in the currency in which they are collected. Tangopolix does not provide currency conversion services.

4.3 Refunds.

(a) Refund Policy and Process.

Vendor agrees to communicate a refund policy to Attendees with respect to each event posted on the Services that meets the requirements of the Attendee Refund Policy Requirements available here and to administer such policy in accordance with its terms and the Attendee Refund Policy Requirements. The Attendee Refund Policy Requirements are incorporated by reference into this Vendor Agreement. Refunds may be processed through Tangopolix in order to reimburse the funds into the card that was used by Attendee for such transaction to be refunded. Tangopolix shall collect the required balance for each refund from Vendor’s MangoPay Wallet. In the case that there are no sufficient funds in Vendor’s MangoPay Wallet to initiate the required refund, Vendor agrees to immediately restore any required funds into Vendor’s MangoPay Wallet via a bank transfer into the bank account designated by Tangopolix and also include an additional amount in such transfer that shall cover any fees that MangoPay may impose to Tangopolix for such transaction. Tangopolix may determine in its discretion not to process any refunds, in which case they will be processed directly by Vendor.

(b) Refund Disputes.

All disputes regarding refunds are between Vendor and its Attendees. In the event of a dispute, Tangopolix may try to mediate, but ultimately it is Vendor’s obligation to settle the dispute. Notwithstanding the foregoing Tangopolix shall have the right to make refunds on Vendor’s behalf as set forth in subsection (c) below.

(c) Mandatory Refunds.

Notwithstanding the foregoing, Vendor authorizes Tangopolix to make refunds in the following situations (i) Vendor specifically authorizes the refunds at the time; (ii) Tangopolix believes in its discretion that specific orders should be refunded under the Vendor’s posted refund policy or the Attendee Refund Policy Requirements, including without limitation, that they are required by applicable local, state, provincial, national or other law, rule or regulation; (iii) Tangopolix believes in its discretion that the refund request, if not granted, will lead to a chargeback that Tangopolix is more likely than not to lose; (iv) Vendor failed to list a refund policy on the applicable page and Tangopolix believes in its discretion that a refund would be reasonable under the circumstances; (v) Tangopolix believes in its discretion that specific orders are fraudulent (e.g., made with stolen credit cards or otherwise not bona fide transactions); or (vi) Tangopolix believes in its discretion that the order is a duplicate. Vendor also authorizes Tangopolix to make refunds of any and all orders (including those for unrelated events) if (A) Tangopolix believes in its discretion that Vendor has engaged in any fraudulent activity or made any misrepresentations; (B) Tangopolix believes in its discretion that there is substantial risk of nonperformance by Vendor with respect to the applicable event or future events; (C) Tangopolix believes in its discretion that it is likely to receive complaints, refund requests, transaction reversals and/or chargebacks with respect to a substantial amount of orders; or (D) Tangopolix believes in its discretion that Vendor is a Prohibited Vendor (as defined below), has used the Services to process Prohibited Transactions (as defined below) or to manage Prohibited Events (as defined below) or that failing to make the refunds would otherwise expose Tangopolix to legal liability. Because all sales are ultimately made by Vendors, Vendor hereby agrees to promptly and fully reimburse Tangopolix and its affiliates upon demand for refunds that Tangopolix makes pursuant to this Vendor Agreement, other than to the extent that the necessity for such refunds are caused by Tangopolix’s negligence or willful misconduct. Vendor acknowledges and agrees that chargebacks will result in losses to Tangopolix in excess of the amount of the underlying transaction and that by refunding transactions in advance of a chargeback Tangopolix is mitigating such losses and its damages with respect to Vendor’s breach of this Vendor Agreement.

4.4 Non-Exclusive Remedies; Taxes.

(a) Non-Exclusive Remedies.

In the event that Vendor fails to pay to Tangopolix any amount owed pursuant to the Terms of Service (including without limitation this Vendor Agreement) when due and following a late payment notice being delivered by Tangopolix, such amount shall bear interest calculated from the date due until paid in full at a rate equal to the lesser of (i) one percent (1%) per month, compounded monthly; and (ii) the maximum amount permitted by applicable local, state, provincial, national or other laws, rules or regulations. In the event any amounts are owed by Vendor to Tangopolix under the Terms of Service (including without limitation this Vendor Agreement), Tangopolix 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 Vendor, whether for a particular event or for any other event that Vendor lists through the Services and use the withheld amount to setoff the amount owed by Vendor to Tangopolix; and/or (B) send an invoice to Vendor for such amounts to the extent Vendor’s outstanding balance is insufficient to cover these costs, in which case Vendor shall pay Tangopolix such invoiced amounts within thirty (30) days after the date of the invoice. If payment for any amounts due to Tangopolix hereunder is not made by Vendor when due and after receiving a late payment notice from Tangopolix, Tangopolix reserves the right, in its discretion and without limiting its other rights and remedies, to suspend or terminate Vendor’s registration for the Services (including any and all accounts that Vendor may have).

(b) Costs of Collection.

Vendor agrees to promptly and fully reimburse Tangopolix upon demand for all out-of-pocket costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Tangopolix in collecting past due amounts from Vendor under this Vendor Agreement, the Terms of Service or otherwise.

(c) Taxes.

i. You are solely responsible for determining which, if any, sales, use, amusement, value added, consumption, excise and other taxes, duties, levies and charges (collectively, "Taxes") apply to your use of the Services and you agree that it is your sole responsibility to, and that you will, collect, remit and report the correct amounts of all such Taxes to the applicable governmental authorities. If you do collect Taxes on the Services, those Taxes will be treated like Event Registration Fees by Tangopolix and processed as such by MangoPay. Vendor agrees and acknowledges that it is Vendor’s sole responsibility to include such taxes into the Event Registration Fees for your events. Tangopolix cannot give you legal or tax advice, so please be sure to check with your own tax advisor about any applicable Taxes. In the event that a governmental authority requires Tangopolix to pay any Taxes attributable to your use of the Services, you agree to promptly and fully reimburse Tangopolix for such Taxes upon demand and all costs, penalties, interest and expenses related thereto.

ii. To comply with sales tax regulations of the European Union (the "EU"), Tangopolix is required to (A) collect Value Added Tax ("VAT") from Vendors on the Fees charged to Vendors residing in the EU who have not provided Tangopolix with their VAT Identification Number ("VAT ID"); and (B) remit any such VAT collected to the relevant tax authority. If you provide us with your VAT ID, we will not collect VAT on the Fees. It is your sole responsibility to ensure that the VAT ID you provide to Tangopolix (if any) is accurate, complete and properly formatted. Please be aware that falsification or misrepresentation of information to evade payment of VAT may result in fines and/or criminal prosecution. You agree to promptly and fully reimburse Tangopolix for all out-of-pocket costs and expenses arising out of your falsification or misrepresentation of a VAT ID on the Site. Tangopolix does not require Vendors to have a VAT ID. However, if you are a Vendor residing in the EU, and you do not have a VAT ID or you do not provide us with your VAT ID, Tangopolix will collect and remit VAT on the Fees on your behalf. In the interest of clarity, Tangopolix does not collect and remit VAT on the price of the tickets or registrations you sell on or through the Site.

iii. Tangopolix reserves the right to withhold the payment of any amounts owed to you hereunder and dispose of them as required by applicable local, state, provincial, national or other law, rule, regulation, judgment or order, in each case as determined by Tangopolix.

4.5 Escheatment.

If your account has had no activity for a period of time set forth in applicable unclaimed property (e.g., escheatment) laws and there are funds held in your MangoPay Wallet related to your account, then we will notify you as required by applicable laws. If you do not claim your unclaimed funds within the timeframe notified to you, then we will escheat them to the applicable governmental authority in accordance with applicable laws.

5. Prohibited Vendors; Prohibited Events; Prohibited Transactions.

5.1 Prohibited Vendors.

By registering for the Services and accepting this Vendor Agreement, you represent and warrant that:

• (a) you are not located in, and you are not a national or resident of, any country to which the United States, United Kingdom, European Union, Australia or Canada has embargoed goods and/or services of the same type as the Services ("Restricted Countries");
• (b) you are not a person or entity or under the control of or affiliated with a person or entity that (i) appears on the U.S. Office of Foreign Assets Control’s Specially Designated Nationals List, Foreign Sanctions Evaders List or Palestinian Legislative Council List; (ii) appears on the U.S. Department of State’s Terrorist Exclusion List; (iii) appears on the Bureau of Industry and Security’s Denied Persons List; (iv) appears on the Consolidated List of Targets published by the U.K. HM Treasury; (v) appears on the Consolidated List published by the A.U. Department of Foreign Affairs and Trade or (vi) is subject to sanctions in any other country; and
• (c) you are not listed in the MasterCard MATCH terminated merchant database or Visa terminated merchant file and your right to receive payments through MasterCard and/or Visa is not presently revoked or suspended.

If you fall into any of the categories set forth above, as determined by Tangopolix in its discretion, you are a "Prohibited Vendor."

5.2 Prohibited Events.

You may not post events to the Services that:

• (a) violate or facilitate the violation of any applicable local, state, provincial, national or other law, rule or regulation;
• (b) would be prohibited under the Payment Scheme Rules;
• (c) take place in Restricted Countries; and
• (d) contain any User Content (as defined in the Terms of Service) that would violate the Terms of Service, including without limitation such section of the Terms of Service.

Any event that falls into any of the categories set forth above, as determined by Tangopolix in its discretion, is a "Prohibited Event."

5.3 Prohibited Transactions.

You may not use the Services to process any of the following transactions and you represent and warrant that you will not submit for processing through the Services:

• (a) any transaction that is fraudulent or criminal in nature;
• (b) any transaction that would constitute a "restricted transaction" as defined in the Unlawful Gambling Enforcement Act of 2006 or Regulation GG; and
• (c) any transaction that would constitute sending money to another party other than for the purchase of bona fide tickets or registrations to events, or sale of vouchers related to such events.

Any transaction that falls into any of the categories set forth above, as determined by Tangopolix in its discretion, is a "Prohibited Transaction."

5.4 Remedies.

In the event that Tangopolix discovers that you are a Prohibited Vendor, that you have posted a Prohibited Event and/or that you have attempted to process or processed a Prohibited Transaction, then Tangopolix may take any or all of the following actions in its discretion in addition to any and all remedies that Tangopolix may have under the law or elsewhere in the Terms of Service:

• (a) suspend or terminate your Tangopolix account;
• (b) alter, edit, or remove any Prohibited Event or any portion thereof;
• (c) block, reverse or refund any or all of your transactions;
• (d) hold any and all funds associated with your account to the extent required by applicable local, state, provincial, national or other law, rule, regulation, judgment or order; and
• (e) refer you, your events and/or your transactions and information relating to the same to MangoPay and/or applicable law enforcement agencies for further action.

6. Representations And Warranties.

In addition to the representations and warranties contained herein, you represent and warrant to us that (a) if you represent an entity, that entity is duly organised, validly existing and in good standing under the laws of the state, province or country of its formation; (b) you, or the entity you represent (if applicable), have all requisite power and authority to enter into this Agreement and to carry out the transactions contemplated hereby; (c) the entering into and performing of this Agreement by you, or if you represent an entity by the entity you represent, will not result in any breach of, or constitute default under, any applicable local, state, provincial, national or other law, rule, regulation, judgement or order, or other agreement to which you or it is a party, including without limitation, any other agreement for the sale of tickets or registrations; and (d) if you represent an entity, you have the full right, legal power and actual authority to bind such entity to the terms and conditions hereof.

7. Termination.

In addition to our right to suspend and prohibit your use of the Site under the Terms of Service, Tangopolix may terminate this Vendor Agreement and your right to use the Services to create, promote and collect sales proceeds for a paid event (a) if you are in violation or breach of any provision of this Vendor Agreement; or (b) if MangoPay terminate our right to use their payment services or your right to accept payments via their payment services in their sole discretion.

This document was last updated on June 26, 2018

Tangopolix

Welcome to Tangopolix! We are a marketing and event management platform dedicated to empowering the global tango community to discover and sign up for tango events easily. Through our platform, mobile app and services we enable people all over the world to publish, manage, search and register for tango festivals, tango marathons, encuentros milongueros, seminars, workshops and any type of event related to tango.

Introduction

The following pages contain our Terms of Service Agreement ("Terms of Service"). These Terms of Service govern your use of the Tangopolix website and domain tangopolix.com, and all of the webpages, subdomains, and subparts of this website (collectively, our "Site"); by using this Site, you accept these Terms of Service in full and without modification. If you disagree with these Terms of Service or any part of these Terms of Service, you must not use this Site.

In addition to the sections below, these Terms of Service include and incorporate by reference the following agreements, terms, policies, requirements and guidelines:

• Copyright Notice
• Privacy Policy
• Vendor Agreement
• Buyer Agreement
• Attendee Refund Policy Requirements

This Site uses cookies. By using this Site and agreeing to these Terms of Service, you consent to our Tangopolix's use of cookies in accordance with the terms of Tangopolix's Privacy Policy.

License to use website

Unless otherwise stated, Tangopolix and/or its licensors own the intellectual property rights in the Site and material on the Site. Subject to the license below, all these intellectual property rights are reserved.

You may view, download for caching purposes only, and print pages from the Site for your own personal use, subject to the restrictions set out below and elsewhere in these Terms of Service.

You must not:

• republish, share, show in public or redistribute material from this Site (including republication on another website) without adhering to the terms set out in our Copyright Notice;
• sell, rent or sub-license material from the Site;
• reproduce, duplicate, copy or otherwise exploit material on this Site for a commercial purpose; or
• edit or otherwise modify any material on the Site;

Acceptable use

You must not use this Site in any way that causes, or may cause, damage to the Site or impairment of the availability or accessibility of the Site; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not use this Site to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to this Site without Tangopolix's express written consent.

You must not use this Site to transmit or send unsolicited commercial communications.

You must not use this Site for any purposes related to marketing without Tangopolix's express written consent.

Restricted access

Access to certain areas of this Site is restricted. Tangopolix reserves the right to restrict access to areas of this Site, or indeed this entire Site, at discretion.

If Tangopolix provides you with a user ID and password to enable you to access restricted areas of this Site or other content or services, you must ensure that the user ID and password are kept confidential.

Tangopolix may disable your user ID and password in Tangopolix's sole discretion without notice or explanation.

Users warranties and representations

The user represents and warrants to Tangopolix that its use of the Site shall:

• not be in breach of any contractual, statutory (including but not limited to infringement of Intellectual Property Rights, data protection, defamation, theft, fraud, drug-trafficking, money-laundering and terrorism statutes) or common law rights of any third party;
• not be threatening, fraudulent, abusive, harassing, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, indecent, or otherwise objectionable or inappropriate as determined by Tangopolix at its sole discretion; and
• the user represents and warrants that all the information that it supplies to Tangopolix shall be accurate, complete and true in all respects and the user agrees that it shall notify Tangopolix immediately of any changes to such information or if such information becomes out of date.

User content

In these Terms of Service, "your user content" means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to this Site, for whatever purpose.

You grant to Tangopolix a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute your user content in any existing or future media. You also grant to Tangopolix the right to sub-license these rights, and the right to bring an action for infringement of these rights.

Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or Tangopolix or a third party (in each case under any applicable law).

You must not submit any user content to the Site that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.

Tamgopolix reserves the right to edit or remove any material submitted to this Site, or stored on Tangopolix's servers, or hosted or published upon this Site.

Notwithstanding Tangopolix's rights under these Terms of Service in relation to user content, Tangopolix does not undertake to monitor the submission of such content to, or the publication of such content on, this Site.

Buying and Selling event tickets and/or registrations for events

In addition to the terms specified in this document, these Terms of Service include and incorporate by reference the following agreements, terms, policies, requirements and guidelines:

• for users that sell tickets, registrations and/or vouchers related to their events ("Vendors"), the Vendor Agreement available here;
• and for users who wish to make purchases and/or registrations from or to Vendor events ("Attendees"), the Buyer Agreement available here.

No warranties

This Site is provided "as is" without any representations or warranties, express or implied. Tangopolix makes no representations or warranties in relation to this Site or the information and materials provided on this Site.

Without prejudice to the generality of the foregoing paragraph, Tangopolix does not warrant that:

• this Site will be constantly available, or available at all; or
• the information on this Site is complete, true, accurate or non-misleading.

Nothing on this Site constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any legal, financial or medical matter you should consult an appropriate professional.

Force majeure

Tangopolix shall not be responsible for any delay in, or failure of, the Site or the internet due to any occurrence commonly known as force majeure, including war, riots, embargoes, terrorism, strikes, or other concerted acts of workmen (whether of Tangopolix or others) casualties or accidents, or any other causes, circumstances, or contingencies beyond Tangopolix's control, which prevent or hinder the performance of Tangopolix of any of its obligations hereunder.

Limitations of liability

Tangopolix will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, this Site:

• for any direct loss;
• for any indirect, special or consequential loss; or
• for any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss or corruption of information or data.
• for the unauthorised access to, or alteration, theft or destruction of emails, files, programs, or information of the user by any person through accident or by fraudulent means or devices, even if such access occurs as a result of Tangopolix's own negligence.

These limitations of liability apply even if Tangopolix has been expressly advised of the potential loss.

In the event that Tangopolix incurs any liability whatsoever to the user such liability shall in all cases be limited to the amount equivalent to the usage fee paid for the Site over a twelve month period.

Exceptions

Nothing in this Site disclaimer will exclude or limit any warranty implied by law that it would be unlawful to exclude or limit; and nothing in this Site disclaimer will exclude or limit Tangopolix's liability in respect of any:

• death or personal injury caused by Tangopolix's negligence;
• fraud or fraudulent misrepresentation on the part of Tangopolix; or
• matter which it would be illegal or unlawful for Tangopolix to exclude or limit, or to attempt or purport to exclude or limit, its liability.

Reasonableness

By using this Site, you agree that the exclusions and limitations of liability set out in this Site disclaimer are reasonable.

If you do not think they are reasonable, you must not use this Site.

Other parties

You agree that the limitations of warranties and liability set out in this Site disclaimer will protect Tangopolix's officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as Tangopolix.

Unenforceable provisions

If any provision of this Site disclaimer is, or is found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions of this Site disclaimer.

Indemnity

You hereby indemnify Tangopolix and undertake to keep Tangopolix indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by Tangopolix to a third party in settlement of a claim or dispute on the advice of Tangopolix's legal advisers) incurred or suffered by Tangopolix arising out of any breach by you of any provision of these Terms of Service, or arising out of any claim that you have breached any provision of these Terms of Service.

Breaches of these Terms of Service

Without prejudice to Tangopolix's other rights under Terms of Service, if you breach these Terms of Service in any way, Tangopolix may take such action as Tangopolix deems appropriate to deal with the breach, including suspending your access to the Site, prohibiting you from accessing the Site, blocking computers using your IP address from accessing the Site, contacting your internet service provider to request that they block your access to the Site and/or bringing court proceedings against you.

Variation

Tangopolix may revise these Terms of Service from time-to-time. Revised Terms of Service will apply to the use of this Site from the date of the publication of the revised Terms of Service on this Site. Please check this page regularly to ensure you are familiar with the current version.

Assignment

Tangopolix may transfer, sub-contract or otherwise deal with Tangopolix's rights and/or obligations under these Terms of Service without notifying you or obtaining your consent.

You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms of Service.

Severability

If a provision of these Terms of Service is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

Entire agreement

These Terms of Service , together with the Privacy Policy, Copyright Notice, About our Cookies, Vendor Agreement, Buyer Agreement and Attendee Refund Policy Requirements constitute the entire agreement between you and Tangopolix in relation to your use of this Site, and supersede all previous agreements in respect of your use of this Site.

Law and jurisdiction

These Terms of Service will be governed by and construed in accordance with the laws of England, and any disputes relating to these Terms of Service will be subject to the exclusive jurisdiction of the English courts.

Tangopolix details

The Tangopolix website and domain tangopolix.com, and all of the webpages, subdomains, and subparts of this website (collectively, the "Site"), all of the services available on or through the Site or otherwise provided by us are offered, maintained and provided by Tangopolix.

You can contact Tangopolix by email

Credit

This document was created using a Contractology template available at www.freenetlaw.com.

This document was last updated on February 21, 2017