Tanguear Seller Agreement

Last Updated: 13/02/2025

This Publisher Agreement ("Agreement") is entered into by and between Tanguear ("Platform", "we", "us", or "our") and you, as a Publisher ("you", "your") who publishes events, services, or products ("Content") on our platform. By registering as a Publisher or using our Platform, you agree to be bound by the terms and conditions set forth in this Agreement, as well as by any additional policies referenced herein.

1. Definitions

• Publisher: Any individual or legal entity that publishes events, services, or products on Tanguear.
• Content: All information, data, text, images, reviews, and other materials uploaded or published by the Publisher on the Platform.
• Platform: The Tanguear online system that enables Publishers to publish and promote events, services, and products.
• Stripe Connect: The third-party payment processing service provided by Stripe, Inc. which Tanguear integrates to handle payment transactions on the Platform.
• Transaction: Any payment, sale, or financial exchange processed via the Platform using Stripe Connect.
• Third-Party Services: Services, including payment processing, provided by external providers (e.g., Stripe Connect) and not controlled by Tanguear.

2. Acceptance of Terms

• By registering as a Publisher or using the Platform, you acknowledge that you have read, understood, and agree to be bound by this Agreement.
• If you do not agree to these terms, you must refrain from using the Platform.

3. Publisher Obligations

• Accuracy and Legality of Content: You are solely responsible for the Content you publish. You warrant that all Content is accurate, lawful, and does not infringe on any third-party rights.
• Permissions and Rights: You must have all necessary rights, licenses, or permissions to publish the Content. Tanguear is not responsible for any copyright or other intellectual property disputes arising from the Content.
• Updates: You agree to promptly update or remove any Content that becomes inaccurate, misleading, or no longer compliant with applicable laws or this Agreement.

4. Content and Intellectual Property

• Ownership: You retain full ownership of your Content. However, by uploading Content to the Platform, you grant Tanguear a non-exclusive, worldwide, royalty-free license to use, reproduce, display, and distribute the Content for the purpose of operating and promoting the Platform.
• Publisher Representations: You represent and warrant that your Content does not violate any applicable laws, regulations, or third-party rights.

5. Payment Processing via Stripe Connect

• Third-Party Payment Processing: All payments for transactions (e.g., ticket sales, service fees, product purchases) on the Platform are processed via Stripe Connect. You acknowledge that Stripe Connect is an independent third-party service provider and that Tanguear acts solely as an intermediary.
• Acceptance of Stripe Terms: By using the Platform, you further agree to comply with and be bound by Stripe Connect's terms and conditions. It is your responsibility to review and understand Stripe Connect's policies as provided at https://stripe.com/legal.
• Transaction Processing and Funds Flow: Payment transactions initiated through the Platform are subject to the processing, settlement, and dispute resolution procedures established by Stripe Connect. You acknowledge that any disputes, chargebacks, or issues arising from payment processing shall be resolved in accordance with Stripe Connect's policies.
• Withholding and Payouts: Stripe Connect may, at its discretion and in accordance with its terms, delay or withhold funds for risk management or dispute resolution purposes. Tanguear shall not be liable for any delays or issues related to the processing or transfer of funds by Stripe Connect.
• No Liability for Payment Errors: Tanguear disclaims any liability arising from errors, fraud, or disputes in the payment processing system. You agree that any claims related to payment processing issues must be directed to Stripe Connect in accordance with their procedures.

6. Liability and Indemnification

• Publisher Liability: You are solely responsible for any claims, damages, or losses arising from your Content or your use of the Platform. You agree to indemnify and hold Tanguear harmless from any claims, disputes, or liabilities arising out of your breach of this Agreement.
• Limitation of Tanguear's Liability: Tanguear acts solely as a facilitator of the Platform. Tanguear shall not be liable for any indirect, incidental, or consequential damages, including those arising from the use or inability to use Stripe Connect or any other third-party services.
• No Warranty on Third-Party Services: Tanguear makes no warranties regarding the performance, reliability, or availability of Stripe Connect or other third-party services.

7. Compliance with Laws

• You agree to comply with all applicable local, national, and international laws, regulations, and standards in connection with your use of the Platform and your publishing activities.
• You are solely responsible for obtaining any necessary licenses or permissions required for the Content you publish.

8. Data Privacy and Security

• Data Collection and Use: Tanguear collects and processes personal data in accordance with its Privacy Policy, which is incorporated herein by reference. By using the Platform, you consent to the collection, use, and disclosure of your data as described therein.
• Stripe Connect Data Processing: Payments and related data are processed by Stripe Connect in accordance with Stripe's Privacy Policy. You acknowledge that Tanguear is not responsible for the data practices of Stripe Connect.
• Security Obligations: You agree to maintain appropriate security measures to protect your account credentials and any sensitive data you may process or store as a Publisher.

9. Modifications and Termination

• Modifications: Tanguear reserves the right to modify this Agreement at any time. Continued use of the Platform following any modifications constitutes your acceptance of the updated terms.
• Termination: Tanguear may suspend or terminate your access to the Platform for breach of this Agreement or for any reason, at its sole discretion. Upon termination, you must immediately cease all use of the Platform, and any outstanding obligations under this Agreement will survive termination.

10. Governing Law and Dispute Resolution

• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Trieste Italy, without regard to its conflict of law principles.
• Dispute Resolution: Any disputes arising out of or relating to this Agreement shall be resolved through arbitration in Trieste Italy or, if arbitration is not available, in the courts located in Trieste Italy. Each party waives any right to a jury trial or to participate in a class action.

11. Miscellaneous

• Entire Agreement: This Agreement, together with Tanguear's Privacy Policy and any additional policies referenced herein, constitutes the entire agreement between you and Tanguear regarding your use of the Platform.
• Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• Assignment: You may not assign this Agreement or any rights hereunder without Tanguear's prior written consent.
• Notices: Any notices required or permitted under this Agreement shall be sent to the addresses provided by each party and will be deemed given upon receipt.

By using the Tanguear Platform, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions set forth in this Publisher Agreement, including the special provisions relating to the use of Stripe Connect for payment processing.