Amendments:

We may revise these terms and conditions from time to time, for example in the following circumstances:

1. We change the process for accepting payment from you.
2. There are changes in relevant laws and regulatory requirements.
3. There are any other changes to our business that reasonably means we need to amend these.

Every time you make a purchase via the Headfirst Platform, the Headfirst Booking Terms and Conditions in force at that time, are applicable to your order. Whenever we revise these Headfirst Booking Terms and Conditions, we will update the Headfirst Terms & Conditions and these must be accepted at the checkout of all purchases.

Definitions:

The services provided by Headfirst Bristol Limited including any Apps or Websites are collectively referred to as the “Headfirst Platform” or “Headfirst Service”.

• “Supplier” - the third-party supplier(s) (typically of events and concerts) who advertises through the Headfirst Platform.
• “Customer” - Any individual who uses the Headfirst platform to browse content or make a purchase.
• “Event” - typically a concert, performance or exhibit which guests can attend.
• “Booking Fee” - a non-refundable fee charged by Headfirst to the Customer for its services operating as an agent between them and the Supplier.

Payment

1. Prices include VAT where applicable and with every order an itemised receipt is provided breaking down any VAT charges independently for both the face value and the Booking Fee.
2. Any currency conversion costs or other charges incurred in making a payment will be borne by you in addition to the price due to us.
3. We take reasonable care to provide a functioning payment facility at all times, but cannot guarantee continuous, uninterrupted or secure access to the Headfirst Platform, nor can we guarantee that the facility is virus or error free. We also try to ensure that your payments are processed promptly, but it is often difficult to predict the amount of time needed to complete processing because it is dependent on many factors outside our control, such as delays in the banking system or in card networks. Access to our payment facility may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities.

Donations & Venue Contributions

1. As a core principle of Headfirst, we are proud to support local charities and non-profit organisations and we frequently make donations to good causes. Where you see “booking fee proceeds donated”, this means we are donating our booking fee minus the card-processing fee we were charged by our payment provider to handle the transaction.
2. Some Suppliers may also pledge to donate a portion of the funds they receive to a particular cause or charity. This is great, but Customers should be aware that we do not control, and will not take any responsibility or liability for, whether the Supplier does in fact make the donation.
3. Some Suppliers may also offer optional donations at checkout, it as the Suppliers discretion where and how these funds are spent, and it is their responsibility to explain this in their event description. All donations are non-refundable. Headfirst does not charge any booking fees upon, or extract any profits from donations.
4. In some cases Headfirst may allow customers to make optional donations to The Platform. These funds are used to help us cover our costs, provide our services and continue to support arts in Bristol. Besides our eternal gratitude, no perks or rewards are offered in return for these optional donations.
5. Venue Contributions are set by the venue and not by Headfirst. Any venue contributions at checkout go directly to the venue and are non-refundable.

Conditions of sale

1. Ensure you buy the correct product. In the case of events, there may be multiple performances across different dates, it is the responsibility of the Customer to select the correct date and product.
2. All bookings are non-refundable.
3. If a Customer is unsatisfied with a Supplier and wishes to pursue a refund, they will need to do so directly with the Supplier. A member of our team can put you in touch with the Supplier’s customer support contact. Booking Fees are always non-refundable.
4. In addition to our own conditions of sale, each product advertised on the Headfirst Platform may be subject to additional conditions dictated by the Supplier. For example if the Supplier is an event organiser, there may be conditions of entry (eg. age or proof of club membership). It is the Supplier’s responsibility to include any conditions in their listing on the Headfirst Platform. We are not liable for any issues arising from incomplete or misleading product descriptions, however in these cases we will do our best to try and mediate between the Customer and the Supplier to find an amicable resolution.

Tickets and transfers

1. On some events, Headfirst provides a facility to some products where Customers can void their own ticket ("Origin Ticket") and have a replacement ticket ("Transfer Ticket") sent to an alternative email address. The transfer facility is available up to 24 hours before the event's declared start time on Headfirst. Headfirst cannot guarantee the transfer facility will be bug-free, operable and accessible at all times.
2. Ticket transfers are available so Customers can securely gift their tickets to friends and prevent tickets being wasted. Headfirst's ticket transfer system must not be used to facilitate a secondary ticket market and Headfirst is not liable for any losses or expenses incurred as a result of Customer's attempting to sell or exchange Transfer Tickets.
3. Transfers are irreversible, once a Customer's Origin Ticket is void, it cannot be reactivated. It is the Customer's responsibility to ensure the Transfer Ticket's email address is correct and the recipient has access to that email account.
4. If an event organiser decides to issue a refund for an order and tickets in that order have been transferred, the original customer (not the transfer recipient) receives a refund to their card which they used at checkout.

Resale

1. On some events, Headfirst provides a facility where Customers can put up their tickets for resale. This means their ticket is added to the queue of tickets available for resale ('Resale Queue') which can then be purchased by Customers in a first-put-on-resale-first-sold order.
2. The 'resale' process works by refunding the original customer the Face Value of their ticket and selling a new ticket to the new Customer. The original Customer's ticket becomes void and a new, valid ticket is sent by email to the new Customer.
3. Not all resale tickets are sold - putting your ticket up for resale does not guarantee your ticket gets sold.
4. The resale process is irreversible.
5. We will attempt to notify you by email if your ticket is Resold, however it is your responsibility to monitor the status on your resale tickets via Your Tickets page.
6. When a ticket is resold, the original customer is refunded the Face Value they paid only, regardless of whether the ticket was resold as a more expensive tier. As with all tickets sold on the Platform, booking fees are non-refundable.
7. Customer's cannot choose who buys a Resale ticket.
8. Group tickets and multi-ticket deals are ineligible for resale.
9. Tickets which have been exchanged from another event are ineligible for resale.

Waiting List

1. On some events, Headfirst provides a facility where Customers can join a queue ('Waiting List') for sold out Products. By joining the Waiting List, the Customer commits to buying the selected products ('Waiting List Cart') if they become available.
2. Should the Waiting List Cart become available, Headfirst will attempt to charge the Customer's saved debit/credit card and issue tickets.
   1. If the card is declined or payment fails, the Customer loses their place in the Waiting List Queue and Headfirst will try to take payment from the next Customer in the queue.
   2. If payment succeeds Headfirst will attempt to email the Customer their tickets, however it is the Customer's responsibility to monitor the status of their Waiting Lists via Your Tickets page.
   3. As with any other ticket purchases, Waiting List purchases are non-refundable. If the customer 'forgot they were on the waiting list' or joined the Waiting List multiple times unwanted tickets are still non-refundable.
3. Customers can manage their Waiting Lists via Your Tickets page, with the option to alter their Waiting List Cart, change/remove their saved payment details or leave the Waiting List altogether.

We operate as an agent

1. We act purely as an agent facilitating the sale of Products on behalf of Suppliers. All prices, allocations and product details are provided by the Supplier and not by the Platform. We do not purchase, acquire or resell products. As an agent we provide a checkout facility and ticket-generation service for the principle (Supplier).

Service

1. In connection with your use of our Headfirst Service, you may not, and you agree that you will not:
   1. Interfere with or damage the Headfirst Platform, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
   2. Use the Headfirst Platform in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to Headfirst Platform;
   3. Attempt to use the Headfirst Platform to commit fraud or create fake content.
   4. Recruit or otherwise solicit any Supplier, Customer or other user to join third party services or websites that are competitive to Headfirst, without Headfirst’s prior written approval;
   5. Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
   6. Use automated scripts to collect information or otherwise interact with the Headfirst Platform;
   7. Use the Headfirst Platform to find a Seller or Customer and then complete the transaction independent of the Headfirst Platform in order to circumvent the obligation to pay any fees.
   8. Use, display, mirror or frame the Headfirst Platform, or any individual element within the Headfirst Platform, Headfirst’s name, any Headfirst trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Headfirst’s express written consent;
   9. Access, tamper with, or use non-public areas of the Headfirst Platform, Headfirst’s computer systems, or the technical delivery systems of Headfirst’s providers;
   10. Attempt to probe, scan, or test the vulnerability of any Headfirst system or network or breach any security or authentication measures;
   11. Avoid, bypass, remove, deactivate, impair, de-scramble, or otherwise circumvent any technological measure implemented by Headfirst or any of Headfirst’s providers or any other third party (including another Supplier) to protect the Headfirst Platform or any content thereon;
   12. Attempt to decipher, de-compile, disassemble or reverse engineer or copy any of the software used.

Liability

1. As an agent, Headfirst’s role is to facilitate payment and the exchange of information (typically ticket data for events) between the Customer and the Supplier.
2. We have certain obligations to Customers and these responsibilities are set out below:
   1. Provision of a checkout facility where you can purchase the products or services provided by a Supplier.
   2. Provision of your digital products either via email, a portal on the Headfirst Platform or by responding to requests to [email protected]
   3. Pass on any relevant data required by the Customer, for example the list of valid ticket codes if the supplier is an event organiser.
3. It is the responsibility of the Supplier, not the Headfirst Platform to fulfil the product advertised.
   
   For example, if Supplier is an event organiser, we are not liable for any cancellations, alterations, venue-changes or another other issues where the Customer feels the product has not been satisfactorily fulfilled. We are not responsible for any loss of income, loss of revenue, business, anticipated savings, travel, accommodation or any other expenses incurred as a result of unfulfilled or falsely advertised products or services. We encourage any customers who are unhappy with a Supplier to contact us via [email protected]

Definitions:

• “Headfirst Platform” - The services provided by Headfirst Bristol Limited including any apps, websites or media output
• “Supplier”, “you” - the third-party supplier (typically of events and concerts) who uses the Headfirst Platform.
• “Customer” - Any individual who uses the Headfirst platform to browse content or make a purchase.
• “Event” - typically a concert, performance or exhibit which guests can attend.
• “Crowdfund” - an online fundraiser run on the Headfirst Platform.
• “User Generated Content” - any content you submit or upload to the Headfirst Platform, including but not limited to images, information and data.
• “Payout” - a transfer of accrued face value sales from the Headfirst Platform to the Supplier.
• “Payout Entity” - either an Event or Crowdfund for which a Payout will be available upon completion.

We operate as an agent

1. We act purely as an agent facilitating the sale of products on behalf of Suppliers. All prices, allocations and product details are provided by the Supplier and not by the Headfirst Platform. We do not purchase, acquire or resell products. As an agent we provide a checkout facility and ticket-generation service for the principle (Supplier).

Content & intellectual property

1. By submitting or uploading User Generated Content to the Headfirst Platform you additional grant us irrevocable, royalty-free, sub-licensable rights to use, modify or redistribute your content for our own unlimited purposes including marketing, media, technology and software. You waive all rights to content credits or royalties.
2. You agree to keep all User Generated Content and product information accurate and up to date. In addition to completing any of the Headfirst Platform’s required fields, including but not limited to categories, capacities, prices and tags you must also:
   1. Include any conditions of sale. For example, for events you must include any entry requirements like age restrictions or club membership requirements.
   2. Include any relevant tax, VAT or business information.
   3. Include any information required by UK retail law or any other legislation that applies to the product in either the Supplier’s or the Customer’s jurisdiction.
   4. Include or link to your own data handling and privacy policy.

Please note that Headfirst reserves the right, at any time and without prior notice, to remove, modify, or disable access to, any User Generated Content.

If your products are subject to VAT, you must enter your VAT registration details into the payment options for each event. If VAT details are provided, all products attached to that event will be treated as VAT- rated and the declared “face value” will be itemised as the gross value in the Customer’s receipt. If a Customer requires a retrospective VAT receipt, it is the responsibility of the Supplier not the Headfirst Platform to provide.

Booking Fees

1. Upon creation of a product, a booking fee will be calculated by the Headfirst Platform based on factors including but not limited to face value, event type or event date. Booking Fees are calculated automatically and added to the face value to form the Total Cost. The algorithm we use calculate the Booking Fee is subject to change without notice.

Donations

1. Headfirst is an ethical company and we encourage local businesses using the platform to help raise money for good causes. If you are organising a charity event, contact us as we may also be able to donate any booking fee revenue to your chosen cause.
2. Headfirst frequently donates booking fees to local causes and charities and our goal is to be raising £40,000 per year. If you intend to use a charity's logos or branding because you/we are donating to their cause, please obtain permission from the charity beforehand.

Payouts

Definitions:

• “Pending Balance” - Every time a Customer makes a purchase, funds are suspended in the Suppliers pending balance, until after their Payout Entity completes.
• “Available Balance” - Funds which have cleared the Platform’s pending period and are be available to payout to the Supplier providing all other conditions of payout are met.

After each event completes, the Supplier can login to Headfirst and instigate a transfer from their Available Balance to their bank account for the total sales (less any refunds) for that Payout Entity. The Payout facility becomes available 24 hours after the day of the Payout Entity (eg Event date or Crowdfund completion date) has ended.

1. A payout can only be instigated when the Supplier's Available Balance has enough funds to make the complete transfer.
2. Partial Payouts or advances are not possible.
3. It is the responsibility of the Supplier to ensure all bank account details are correct. We accept no liability for missed payments or lost funds that are as a result of a Supplier providing incorrect bank details or paying out to the wrong account.
4. It is the responsibility of the Supplier to ensure they have provided the relevant documents and completed any security checks required by our payout system.
5. Payouts must be instigated by the Supplier within 60 days of your Event or Crowdfund completing. If you fail to payout within this time period your funds may be taken by our payment processor Stripe, this is out of Headfirst's control so please ensure you adhere to these instructions.

Chargebacks

1. Where chargebacks arise, the Headfirst Platform will use reasonable staff resources and methods to seek a resolution on the Supplier’s behalf.
2. If a resolution is not found and a debit or credit card chargeback (that relates to one of the Supplier’s products) leads to costs or penalties incurred to the Headfirst Platform, it is the Suppliers responsibility to reimburse the Headfirst Platform in full.
3. If the Supplier has unpaid-out funds, these funds up to the total of the incurred costs will be transferred to the Headfirst Platform account as reimbursement.

Data

1. For the purposes of these terms ‘Applicable Data Protection Law’ shall mean: (a) any applicable local implementing legislation of the Data Protection Directive; (b)from 25th May 2018, the General Data Protection Regulation ((EU) 2016/679 (“GDPR”), read in conjunction with and subject to any applicable UK national legislation that provides for specifications or restrictions of the GDPR’s rules; (c) from the date of implementation, any applicable local legislation that supersedes or replaces the GDPR in a country or territory or which applies the operation of the GDPR as if the GDPR were part of any applicable local legislation; and (d) any other applicable data protection or privacy law of any jurisdiction.
2. “Personal Data”, “Data Controller”, “Data Processor”, “Data Subject”, and “processing” (and other parts of the verb ‘to process’) shall have the meaning set out in the Applicable Data Protection Legislation. In regards to the Headfirst Platform, you the Supplier act as Data Processor.
3. You agree to comply with Applicable Data Protection Law at all times and diligently observe changes in Legislation or these terms.
4. Where the Headfirst Platform provides you with access to personal data, you agree to:
   1. Protect the data against unauthorised or unlawful processing and against accidental loss, destruction, damage, alteration or disclosure;
   2. Ensure personal data is only processed by persons who are bound by enforceable obligations of confidentiality and have received the necessary training and instruction to process with competence.
   3. In the event of a personal data breach, either by you or a sub-processor, you must alert the Headfirst Platform immediately.
   4. Indemnify the Headfirst Platform for any loss, damage, liabilities, expenses or fines incurred as a result of you breaching your obligations to Applicable Data Protection Legislation.

Mailing Lists

1. In accordance with Applicable Data Protection Law, Suppliers are not granted default mailing-list privileges, however the following exceptions apply:
   1. For Event-based products, Customer’s agree at checkout that the Supplier may contact them via email regarding the Event for which they have bought products with strict limitations that the Supplier may only contact the Customer preceding the event and only with information regarding that event (for example, travel information, performance times, line-up alterations).
   2. For Event-based products where the Customer selects the “give permission for the organisers to email me about their future events” checkbox, in these instances they have given revocable permission to contact Customers by email and must observe all Applicable Data Protection Legislation in how they conduct any correspondence.

Refunds

1. The Supplier can use the Headfirst Platform to refund Customers.
2. The Supplier agrees that the Headfirst Platform can make refund decisions and refund Customers without prior permission or consultation from the Supplier.
3. All refunds are final and cannot be un-refunded.

Eligibility and service

1. We reserve the right to revoke, restrict or remove access to the Headfirst Platform at any time for any reason.
2. In connection with your use of our Headfirst Platform, you may not, and you agree that you will not:
   1. Interfere with or damage the Headfirst Platform, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
   2. Use the Headfirst Platform in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to Headfirst Platform;
   3. Attempt to use the Headfirst Platform to commit fraud or create fake content.
   4. Recruit or otherwise solicit any Supplier, Customer or other user to join third party services or websites that are competitive to Headfirst, without Headfirst’s prior written approval;
   5. Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
   6. Use automated scripts to collect information or otherwise interact with the Headfirst Platform;
   7. Use the Headfirst Platform to find a Seller or Customer and then complete the transaction independent of the Headfirst Platform in order to circumvent the obligation to pay any fees.
   8. Use, display, mirror or frame the Headfirst Platform, or any individual element within the Headfirst Platform, Headfirst’s name, any Headfirst trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Headfirst’s express written consent;
   9. Access, tamper with, or use non-public areas of the Headfirst Platform, Headfirst’s computer systems, or the technical delivery systems of Headfirst’s providers;
   10. Attempt to probe, scan, or test the vulnerability of any Headfirst system or network or breach any security or authentication measures;
   11. Avoid, bypass, remove, deactivate, impair, de-scramble, or otherwise circumvent any technological measure implemented by Headfirst or any of Headfirst’s providers or any other third party (including another Supplier) to protect the Headfirst Platform or any content thereon;
   12. Attempt to decipher, de-compile, disassemble or reverse engineer or copy any of the software used.
3. We take reasonable care to provide a functioning payment facility at all times, but cannot guarantee continuous, uninterrupted or secure access to the Headfirst Platform, nor can we guarantee that the facility is virus or error free. We try to ensure that your payments are processed promptly, but it is often difficult to predict the amount of time needed to complete processing because it is dependent on many factors outside our control, such as delays in the banking system or in card networks. Access to our payment facility may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or events. We will attempt to provide reasonable notice of any scheduled interruptions.

Liability

1. Nothing in these terms shall affect your statutory rights, or exclude or limit our liability for death or personal injury arising through our negligence, fraudulent misrepresentation and/or anything else which cannot be excluded or limited by us under English law.
2. We will not be liable under these terms for:
   1. Any loss or damage caused by us where there is no breach of a legal duty of care owed to you by us or by any of our employees, and such loss or damage is not a reasonably foreseeable result of any such breach;
   2. Indirect losses that happen as a side effect of the main loss or damage and which are not foreseeable by you and us (such as loss of profits, opportunity, travel and accommodation); and/or
   3. Any increase in loss or damage resulting from breach by you of any of these Headfirst Terms of Service.
3. To the fullest extent permissible by law, we exclude and disclaim all warranties, terms, conditions and representations that might otherwise be implied by law in relation to this Headfirst Platform. In particular, we do not represent or warrant that:
   1. The Headfirst Platform Content is accurate or complete;
   2. The Headfirst Platform will be error-free, virus-free or free from other harmful components, or that defects will be corrected. You must take your own precautions in this respect. In any event, we will not be responsible for any loss or damage caused by a distributed denial-of-service attack, viruses or other harmful material that may infect your computer hardware, software, data or other proprietary material due to your use of the Headfirst Platform.
   3. The Headfirst Platform will always be available and fully functioning.
4. The Headfirst Platform is provided “as is”, and we do not accept responsibility for any failure to maintain the Headfirst Platform, including without limitation any inaccuracies or typographical errors.

Headfirst Scanning App

1. The ticket scanning application is subject to the same terms and conditions as the rest of the Headfirst Platform. It is the responsibility of the Seller to monitor and count guests externally to the Headfirst Scanning App (eg - use a physical clicker). The app’s scan count is not to be used as a measure of guest numbers.