VAE Terms of Service

Agreement to These Terms

These Terms incorporate VAE's Privacy Policy and supplemental policies made available through the Platform, including policies concerning payments, cancellations, user conduct, bookings, reviews, identity, and other marketplace activities.

1. The VAE Marketplace

VAE is an online marketplace designed to connect:

Audience users seeking entertainment services or venues;

Entertainers offering performances and entertainment-related services; and

Venue Owners offering venues for rental and, where supported, seeking entertainment services.

Collectively, these are referred to as "Users."

VAE provides technology that allows Users to discover one another, communicate, arrange bookings, submit or approve invoices, make payments, leave reviews, and manage related marketplace activity.

VAE's Role

VAE does not itself provide entertainment services, performances, or venue rentals.

Entertainers and Venue Owners operate independently and are responsible for determining the services or venues they offer, their availability, pricing, and whether to accept a booking.

Unless expressly stated otherwise, VAE is not a party to the underlying agreement between Users concerning a booking.

VAE does not employ Entertainers or Venue Owners and does not control the manner in which they perform their services or operate their venues.

Nothing in these Terms creates an employment, agency, partnership, joint venture, franchise, or similar relationship between VAE and any User.

VAE's identity verification, ratings, reviews, approval processes, or other account indicators are intended to provide marketplace information and do not constitute a guarantee or endorsement of any User's quality, safety, qualifications, licensing, insurance, reliability, or suitability.

Users remain responsible for evaluating whether another User and the proposed booking are appropriate for their needs.

2. Eligibility and Accounts

You must be legally capable of entering into a binding agreement and satisfy any minimum-age requirements established by VAE or applicable law. Users who register or act as Entertainers or Venue Owners must be at least 18 years old. The 18-year minimum applicable to Entertainers and Venue Owners does not apply to Audience members. All users remain subject to any other eligibility requirements established by VAE or applicable law.

When creating or maintaining an account, you agree to:

provide accurate and current information;

maintain only accounts you are authorized to use;

protect your login credentials;

promptly update material account information; and

notify VAE if you believe your account has been compromised.

You are responsible for activity conducted through your account.

You may not impersonate another person or business, create accounts using materially false information, or create additional accounts to avoid an account restriction or deactivation.

VAE may require identity verification or additional information where reasonably necessary for safety, payments, fraud prevention, or legal compliance.

3. User Identity and Public Profiles

Users must provide accurate identity information to VAE even when different information is displayed publicly.

Public identity may be displayed as follows:

Audience: first name and last initial;

Entertainers: stage name, band name, group name, or act name; and

Venue Owners: venue name.

VAE may require legal identity information that is not displayed publicly.

Users may not use profile names, photographs, logos, or other identifying information that is fraudulent, deceptive, infringing, or intended to impersonate another person or organization.

Additional requirements are described in VAE's Identity & Profile Policy.

4. User Responsibilities

When using VAE, you agree to:

comply with these Terms and VAE's policies;

comply with applicable laws and regulations;

communicate honestly and professionally;

provide accurate listing, pricing, availability, and booking information;

respect the safety, privacy, property, and rights of others;

honor confirmed booking obligations;

use VAE's payment system for transactions required to be processed through the Platform; and

provide information reasonably requested by VAE in connection with disputes, safety concerns, fraud prevention, or legal requirements.

Users may not use VAE for unlawful, fraudulent, abusive, discriminatory, threatening, or deceptive activity.

5. Entertainers

Entertainers are responsible for accurately representing their acts, services, genres, performance types, pricing, equipment, capabilities, and requirements.

An Entertainer represents that they:

are reasonably qualified and prepared to provide accepted services;

will maintain licenses, permits, registrations, or insurance required by applicable law for their activities;

will accurately represent the act being booked;

will provide services substantially as agreed;

will maintain reasonably accurate availability; and

will safely and professionally perform accepted bookings.

For bands, groups, DJs, or other multi-person acts, additional performers or crew may participate as part of the advertised act.

An Entertainer may not materially substitute an unrelated or undisclosed performer for the booked act without the Booking Customer's approval.

6. Venue Owners

Venue Owners are responsible for accurately representing their venues, including:

venue type;

location;

capacity;

amenities;

equipment;

availability;

pricing;

access requirements;

restrictions; and

other material booking conditions.

Venue Owners are responsible for ensuring they have the authority to list and rent the venue and for complying with applicable laws, permits, licenses, occupancy requirements, and other legal obligations.

Authorized employees or representatives may assist with venue access and management, but the Venue Owner remains responsible for the booking.

7. Bookings and Booking Agreements

When Users confirm a booking through VAE, the Users involved form a direct agreement concerning the applicable entertainment service, venue rental, or other booking (the "Booking Agreement").

The Booking Agreement includes:

the services or venue selected;

price or applicable rate;

date and time;

duration;

location;

agreed booking requirements;

approved changes; and

applicable VAE policies.

Users are responsible for reviewing booking details before confirmation.

Material changes to a confirmed booking—including price, scope, duration, location, or material requirements—must be agreed upon by the affected Users.

VAE may provide tools to facilitate the Booking Agreement but does not become the provider of the underlying performance, service, or venue.

Booking Minimum

Additional time will be billed according to the applicable booking rate and invoicing terms shown through the Platform.

8. Pricing, Expenses and Invoices

Entertainers and Venue Owners establish their applicable rates subject to VAE's platform requirements.

Pricing must be accurate and transparent.

Users may not impose hidden or undisclosed charges after confirmation.

Additional services, time, equipment, expenses, or other charges must be disclosed and agreed upon before being charged where reasonably possible.

Expenses

Reasonable expenses directly related to a booking may be reimbursable when agreed upon by the affected Users.

VAE may require receipts or other supporting documentation.

Routine operating expenses should generally be reflected in the Provider's stated price unless otherwise agreed.

Invoices

Invoices submitted through VAE must accurately reflect:

agreed rates;

services provided;

applicable booking duration;

approved expenses; and

other authorized charges.

Users may not submit false, inflated, duplicate, or misleading invoices.

Booking Customers are responsible for reviewing invoices and promptly raising any disputes through VAE.

Additional requirements are contained in VAE's Pricing Transparency, Expense, and Invoicing Policies.

9. Payments and Platform Fees

Payments processed through VAE are facilitated by VAE's third-party payment processor, currently Stripe.

By using payment features, Users may also be subject to Stripe's applicable terms and requirements.

VAE may collect platform, service, processing, or other fees disclosed to Users before the applicable transaction.

Where VAE facilitates payouts to Entertainers or Venue Owners, payouts may be subject to:

payment processing;

refunds;

chargebacks;

disputes;

cancellations;

required reserves or holds;

payment adjustments; and

applicable VAE fees.

VAE may delay, withhold, reverse, or adjust a payment when reasonably necessary to address fraud, disputes, chargebacks, refunds, policy violations, legal obligations, or payment-processor requirements.

Users may not manipulate transactions or payment methods to improperly avoid VAE fees or payment requirements.

10. Cancellations, Rescheduling and No-Shows

Bookings are subject to VAE's Cancellation Policy and Schedule Availability & Reschedule Policy.

Unless an applicable exception applies, Booking Customer cancellations are subject to the following:

24 hours or more before the scheduled start time: full refund.

Less than 24 hours before the scheduled start time: 50% of the booking amount is non-refundable. For an hourly-rate booking, the cancellation amount is 50% of the estimated booking amount, capped at the equivalent of two hours at the agreed hourly rate.

Exception — Last-Minute Bookings: If the booking was made less than 24 hours before the scheduled start time, the Booking Customer may cancel without a cancellation charge.

No-Show: 100% of the booking amount is non-refundable.

If an Entertainer or Venue Owner cancels a confirmed booking, the Booking Customer will generally receive a full refund of amounts paid through VAE for that booking.

VAE may waive or adjust cancellation consequences for emergencies, safety concerns, severe weather, actions of the other party, errors, or other circumstances VAE reasonably determines warrant an exception.

Repeated cancellations, No-Shows, misuse of rescheduling, or attempts to evade cancellation charges may result in account action.

Reporting or blocking another user does not automatically waive cancellation charges that may apply to a confirmed booking. If blocking another user cancels an eligible confirmed booking that carries a cancellation amount greater than zero, VAE may review the circumstances and either waive the cancellation fee or apply the Cancellation Policy accepted for that booking. If VAE applies the policy, a cancellation-policy invoice may be issued to the payer. Cancellation-policy invoices are not handled through the ordinary in-app invoice-dispute process; a user may instead contact VAE Support regarding exceptional circumstances, and contacting Support does not automatically suspend, void, refund, or reverse an invoice. Blocking does not restore or reinstate a cancelled booking and remains separate from the financial resolution of the cancellation. See the Cancellation Policy for details.

11. Reviews and Ratings

VAE may allow Users to provide reviews and ratings concerning completed bookings.

Reviews represent the opinion of the submitting User and not VAE.

Users may not:

submit fraudulent or misleading reviews;

offer or accept compensation for favorable reviews;

threaten or retaliate against Users regarding reviews;

manipulate ratings;

submit abusive or irrelevant review content; or

otherwise misuse VAE's review system.

VAE may investigate, restrict, or remove reviews that violate its policies.

VAE does not guarantee the accuracy of reviews or ratings.

12. Community Standards and Safety

Users must comply with VAE's Anti-Discrimination, Harassment & Community Standards Policy.

Users may not:

discriminate unlawfully;

harass, threaten, stalk, or intimidate another person;

engage in unwanted sexual conduct;

commit theft or intentionally damage property;

facilitate illegal activity;

engage in fraud or deception;

misuse VAE's payment, booking, invoice, or review systems; or

create an unreasonable risk to another User or third party.

VAE may investigate reports and take appropriate action, including cancelling bookings, restricting features, suspending accounts, or permanently deactivating accounts.

13. Suspension, Deactivation and Termination

VAE may investigate suspected violations of these Terms or its policies.

During an investigation, VAE may temporarily restrict or suspend an account where reasonably necessary to protect Users, payments, the Platform, or third parties.

VAE may restrict, suspend, or deactivate accounts for reasons including:

fraud;

unsafe conduct;

harassment or discrimination;

material misrepresentation;

payment abuse;

repeated No-Shows or improper cancellations;

fraudulent invoices or reviews;

illegal activity;

attempts to circumvent VAE systems; or

serious or repeated policy violations.

VAE may provide notice and an opportunity for review where appropriate or required by applicable law.

Serious misconduct may result in immediate action where permitted by law.

Users may voluntarily close their accounts, subject to outstanding payments, disputes, legal requirements, or other obligations.

Suspended or deactivated Users may not create replacement accounts to evade enforcement.

Seattle App-Based Workers

Where VAE and a User are subject to the Seattle App-Based Worker Deactivation Rights Ordinance, VAE will provide the notices, records, challenge procedures, timelines, and other protections required by applicable Seattle law.

Where applicable, covered workers may have rights including notice of a deactivation, access to information relied upon, an opportunity to challenge the decision, and protection from retaliation.

If applicable Seattle law provides greater protection than these Terms, Seattle law controls.

Additional information is available in VAE's Account Suspension & Deactivation Policy.

14. User Content

"User Content" includes photographs, videos, recordings, profiles, descriptions, listings, messages, reviews, logos, media-gallery content, and other material Users submit through VAE.

Users retain ownership of their User Content.

By submitting User Content, you grant VAE a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, distribute, format, and otherwise use that content as reasonably necessary to:

operate the Platform;

display your profile or listing;

facilitate bookings;

provide Platform functionality;

promote your public VAE listing or the VAE marketplace; and

protect, maintain, or improve the Platform.

This license ends when the relevant content is deleted or your account is closed, except where continued retention or use is reasonably necessary for completed transactions, backups, legal obligations, dispute resolution, fraud prevention, or content previously used with your authorization, subject to applicable law.

You represent that you own or have permission to use the User Content you submit.

User Content may not:

infringe another person's intellectual-property, privacy, publicity, or other rights;

be fraudulent or materially misleading;

contain unlawful threats or harassment;

contain malicious software;

exploit or endanger minors;

contain unlawful content; or

otherwise violate these Terms.

VAE may remove or restrict User Content that violates these Terms or applicable law.

15. VAE Intellectual Property

The VAE Platform, software, design, graphics, interfaces, trademarks, logos, branding, and other proprietary materials belong to VAE or its licensors.

Subject to these Terms, VAE grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Platform for its intended purposes.

You may not, except where permitted by law:

copy or commercially exploit VAE's Platform;

reverse engineer or attempt to extract source code;

bypass Platform security;

scrape or systematically collect Platform data without authorization;

reproduce VAE branding without permission; or

use VAE's intellectual property in a manner suggesting an unauthorized affiliation or endorsement.

Use of VAE's marks is additionally governed by VAE's Trademark & Brand Guidelines.

16. Copyright Complaints

VAE respects intellectual-property rights.

If you believe content available through VAE infringes your copyright, you may submit a notice to VAE's designated copyright contact containing the information required by applicable law, including:

identification of the copyrighted work;

identification and location of the allegedly infringing material;

your contact information;

a statement of your good-faith belief that the use is unauthorized;

a statement, under penalty of perjury, that the notice is accurate and that you are authorized to act for the copyright owner; and

your physical or electronic signature.

Copyright Contact:
support@vaemediasolutions.com

VAE may remove or restrict allegedly infringing material and may terminate repeat infringers when appropriate.

VAE may also process valid counter-notifications as required under the Digital Millennium Copyright Act.

17. Disputes With VAE and Arbitration

Informal Resolution

Before initiating arbitration, either you or VAE may provide written notice describing the dispute and requested resolution.

The parties agree to make a reasonable good-faith effort to resolve the dispute informally for 30 days after notice is received.

This requirement does not prevent either party from seeking emergency or provisional relief where legally appropriate.

Agreement to Arbitrate

Except for claims expressly excluded below and to the fullest extent permitted by applicable law, you and VAE agree that disputes arising from or relating to:

these Terms;

your VAE account;

your use of the Platform;

payments or fees;

account suspension or deactivation; or

your relationship with VAE

will be resolved through binding individual arbitration rather than in court.

This Arbitration Agreement is governed by the Federal Arbitration Act.

Arbitration Provider

Unless otherwise required by law, arbitration will be administered by the American Arbitration Association ("AAA") under the applicable AAA Consumer Arbitration Rules or other rules determined applicable by AAA.

A single neutral arbitrator will decide the dispute.

Hearings may be conducted remotely unless an in-person proceeding is reasonably necessary or required by applicable rules.

Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND VAE AGREE THAT CLAIMS WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION.

Neither party may seek relief on behalf of other Users through arbitration except where applicable law does not permit this restriction.

Exceptions

The arbitration requirement does not prevent:

an eligible individual claim in small claims court;

a report or complaint to a government agency;

a claim that applicable law expressly prohibits from being subject to mandatory arbitration; or

a request for temporary or preliminary injunctive relief concerning intellectual-property infringement or unauthorized access to the Platform.

Nothing in these Terms prevents Users from exercising rights before governmental agencies where those rights cannot lawfully be waived.

Arbitration Opt-Out

You may opt out of this Arbitration Agreement by providing VAE with written notice within 30 days after first accepting these Terms.

The opt-out notice must include your name, account email, and a clear statement that you wish to opt out of the VAE Arbitration Agreement.

Opt-out notices must be sent to:

support@vaemediasolutions.com

Opting out of arbitration will not affect the remainder of these Terms.

Severability

If part of this Arbitration Agreement is determined to be unenforceable, that provision will be severed or limited to the minimum extent necessary while the remainder will continue in effect, except where applicable law requires a different result.

18. Disclaimer of Warranties

VAE does not guarantee:

uninterrupted or error-free Platform operation;

that every User will fulfill a booking;

the quality, safety, legality, suitability, reliability, licensing, or qualifications of any User;

the accuracy of User Content, listings, reviews, availability, or representations;

that Users will successfully enter into or complete bookings; or

that every dispute between Users can be resolved to each User's satisfaction.

Users assume the risks associated with interacting, contracting, performing, attending events, providing services, and renting venues through an online marketplace.

Nothing in these Terms excludes warranties or rights that cannot lawfully be excluded.

19. Limitation of Liability

To the fullest extent permitted by applicable law, VAE and its owners, officers, employees, affiliates, contractors, licensors, and service providers will not be liable for indirect, incidental, special, punitive, exemplary, or consequential damages arising from or related to:

use or inability to use the Platform;

conduct of another User;

a booking, performance, service, or venue;

personal injury or property damage caused by another User;

loss of profits, opportunities, reputation, or data;

unauthorized account activity; or

third-party services.

Where VAE is legally liable notwithstanding these limitations, VAE's aggregate liability arising from the applicable claim will not exceed the greater of:

(a) the VAE platform fees paid by you during the six months immediately preceding the event giving rise to the claim; or

(b) $100,

except where applicable law requires a different limitation or prohibits such limitation.

Nothing in these Terms excludes liability that cannot legally be limited or excluded.

20. Indemnification

To the extent permitted by applicable law, you agree to indemnify, defend, and hold harmless VAE and its affiliates, officers, employees, and representatives from claims, losses, liabilities, damages, and reasonable costs arising from:

your violation of these Terms;

your violation of applicable law;

your Booking Agreement or booking activity;

services, performances, venues, or property you provide;

your User Content;

your infringement of third-party rights;

injuries or property damage resulting from your acts or omissions; or

actions of individuals participating in a booking on your behalf.

VAE may assume control of the defense of a matter subject to indemnification, and you agree to reasonably cooperate.

21. Third-Party Services and Links

VAE may integrate with or link to third-party services, including payment processors, mapping providers, identity-verification providers, app stores, and external websites.

Those services operate under their own terms and privacy policies.

VAE does not control and is not responsible for third-party websites or services except to the extent required by applicable law.

22. Apple App Store and Google Play

If you download VAE through Apple's App Store or Google Play, your use of the application is also subject to applicable app-store terms.

Apple and Google are not responsible for providing VAE's marketplace services, bookings, Entertainers, venues, or User Content.

Where required by Apple's applicable terms, Apple and its subsidiaries are third-party beneficiaries of the provisions concerning your licensed use of the iOS application and may enforce those provisions against you.

23. Taxes

Users are responsible for their own applicable tax obligations arising from activity conducted through VAE.

Bookings and rentals may be subject to applicable state and local taxes. Users remain responsible for taxes applicable to them. Any taxes calculated or displayed by VAE will be shown before payment where supported.

VAE does not provide tax, accounting, or legal advice.

Where required by law, VAE or its payment processor may collect taxpayer information and issue or facilitate applicable tax documentation, including Form 1099-K.

VAE does not currently require a Social Security Number solely as part of standard account onboarding. VAE or Stripe may request an SSN, EIN, TIN, or other taxpayer information when required for tax reporting, payment processing, verification, or legal compliance.

Additional information is available in VAE's Tax Information & 1099 Forms policy.

24. Privacy

VAE's collection and use of personal information are governed by its Privacy Policy.

Users may also have access, correction, deletion, opt-out, or other privacy rights under applicable law.

Additional information is available through VAE's Privacy Rights & Data Requests Policy.

25. Electronic Communications and Signatures

By using VAE, you consent to receive agreements, disclosures, notices, receipts, booking communications, and other transaction-related information electronically, including through:

email;

in-app notifications;

push notifications;

Platform messages; or

other electronic methods permitted by law.

You agree that electronic records may satisfy requirements that communications be provided in writing.

When you select a button, checkbox, or similar electronic control indicating acceptance or confirmation, you intend that action to constitute your electronic signature where applicable.

You are responsible for maintaining a current email address and other contact information.

Marketing communications will remain subject to applicable consent and opt-out requirements.

26. Changes to VAE or These Terms

VAE may modify, improve, restrict, suspend, or discontinue Platform features from time to time.

VAE may also update these Terms and its supplemental policies.

For material changes, VAE will provide notice through the Platform, email, or another reasonable method where required.

Unless otherwise required by law, updated Terms apply prospectively after their stated effective date.

If you do not agree to updated Terms, you must stop using VAE.

Changes will not retroactively alter rights concerning a completed booking where doing so would be prohibited by law.

27. Governing Law

Except for the Arbitration Agreement, which is governed by the Federal Arbitration Act, these Terms will be governed by the laws of the State of Massachusetts, without regard to its conflict-of-law principles, except where mandatory applicable law requires otherwise.

For disputes not subject to arbitration, you and VAE consent to jurisdiction in the state and federal courts located in Middlesex County, Massachusetts, except where applicable law provides otherwise.

28. General Provisions

Entire Agreement

These Terms, VAE's Privacy Policy, and policies incorporated by reference constitute the agreement between you and VAE concerning use of the Platform.

Severability

If any provision is found unenforceable, it will be limited or severed to the minimum extent necessary, and the remaining provisions will remain effective.

No Waiver

VAE's failure to enforce a provision does not waive its right to enforce that or another provision later.

Assignment

You may not transfer your rights under these Terms without VAE's consent.

VAE may assign these Terms as part of a merger, acquisition, restructuring, sale of assets, or similar business transaction, subject to applicable law.

Survival

Provisions that by their nature should continue after account closure—including payment obligations, intellectual-property provisions, liability limitations, indemnification, and dispute-resolution provisions—will survive termination.

No Third-Party Beneficiaries

Except where expressly stated in these Terms, these Terms do not create enforceable rights for third parties.

Headings

Section headings are provided for convenience and do not alter the meaning of these Terms.

29. Contact Information

The Platform is operated by:

VAE LLC
Operator of the VAE Media Solutions platform and services
support@vaemediasolutions.com

Questions regarding these Terms may be submitted through VAE Support.

30. Acknowledgement

IF YOU DO NOT AGREE, DO NOT CREATE AN ACCOUNT OR USE THE VAE PLATFORM.