San Francisco Giants - 24 Willie Mays Plaza, San Francisco, CA, 94107 - (415) 972-2255
This San Francisco Giants Season Ticket Purchase Agreement (the Agreement) is entered into between the Account Holder and China Basin Ballpark Company LLC ("the Venue") as of the date that payment is received for the Tickets by the Venue. IMPORTANT: Please Review the Arbitration Agreement set forth below carefully, as it will require you to resolve disputes with Venue on an individual basis through final and binding arbitration.
By paying for the Tickets, the Account Holder agrees as follows:
1. For purposes of this Agreement, the "Account Holder" is any persons or entities named as the Account Holder on the corresponding My SF Tix Account. The "Account" is the revocable license granted by this Agreement to the Account Holder to purchase the Tickets specified on the Ticket Invoice provided to the Account Holder by the Venue for the price, seat location, and "Season" set forth on the Invoice. Each "Ticket" represents a limited, revocable license granted by the Venue to enter Oracle Park (the "Ballpark"), attend a San Francisco Giants baseball game, and occupy the seat location identified on the applicable Ticket. The "Ticker Holder" is the person who actually uses the Ticket on the day of a baseball game. The Venue reserves the right to set a limit on how many Tickets the Account Holder may purchase.
2. All Ticket sales are final and no refunds or exchanges will be made by the Venue, except as expressly provided in this Agreement. The Venue reserves the right to control the time, place and manner of distribution of Tickets.
3. The terms and conditions applicable to the Tickets and the Account include those provided: (a) in this Agreement; (b) on each Ticket (which are incorporated by reference in this Agreement); (c) on the San Francisco Giants website at www.sfgiants.com; (d) on any signage at Oracle Park; and (e) in writing by authorized Venue personnel.
The Venue reserves the right to amend or supplement the terms and conditions contained in this Agreement. Information about, and/or revisions or amendments to the terms and conditions may be posted on www.sfgiants.com or https://www.mlb.com/giants/tickets/season-tickets/holders/terms from time to time. It is the responsibility of Account Holder to read and comply with all information. The Venue is not responsible for problems, losses or inconveniences experienced because Account Holder did not read information regarding the Account or this Agreement.
4. Accounts shall not be assigned or transferred in any manner, whether voluntarily or by gift, bequest, or operation of law, by the Account Holder to any person or entity without the express written consent of the Venue. In the event of any purported transfer, offer of transfer, or attempted transfer of an Account to a person or entity, the Venue has the right, but not the obligation, to terminate this Agreement and the Account. Only the Account Holder of record is allowed to make any changes to the Account. Account Holders should contact the Venue by mail or phone if contact information changes.
5. The Venue reserves the right to terminate an Account and revoke the license granted to an Account Holder through this Agreement or granted through a Ticket without any refund or compensation if, in the Venue's sole discretion, an Account Holder or Ticket Holder materially breaches this Agreement or violates any of the applicable terms and conditions set forth herein, or otherwise acts in any manner that may compromise the public's safety or the public's enjoyment of San Francisco Giants baseball games. In addition, and without limitation to the foregoing, if Account Holder (a) violates any provision of this Agreement, (b) fails to comply with any applicable payment deadline or other condition or restriction, (c) misrepresents or fails to properly disclose to the Venue whether an Account is a Broker Account, and/or (d) engages in, or permits the use of their Tickets by any person who engages in, conduct prohibited by Venue or Ballpark policies, such Account shall be deemed a "Disqualified Account." The Venue reserves the right, in its sole discretion, to not offer, sell or issue tickets to the Disqualified Account for any Tie-Breaker Game(s), National League Wild Card Game(s), National League Division Series ("NLDS"), National League Championship Series ("NLCS") or World Series (collectively, "Post-Season Games"), exhibition games or other events held at the Ballpark (collectively the "Non-Regular Season Events").
6. The sale, attempted sale or other transfer for value of over 75% of Tickets purchased for a single seat location over the course of or for a Season to other persons or entities shall define an Account as a "Broker Account" for the purposes of this Agreement, and shall constitute a material breach of this Agreement (the "Resale Cap"). To the extent that an Account Holder holds a Charter Seat License or Club Seat License (a "Seat License"), the Resale Cap shall not apply to Tickets purchased pursuant to such Seat License. The Venue reserves the right in its sole discretion to designate an Account as a Broker Account and the Venue may consider factors other than the Resale Cap, including without limitation, whether an Account Holder is in the business of purchasing and selling tickets and the number of seats purchased by Account Holder.
7. This Agreement and the Account may be terminated, and the personal license represented thereby revoked, immediately by the Venue if the Account Holder (whether an individual or legal entity) becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its business or assets, or becomes subject to any proceeding under any bankruptcy or insolvency law, whether domestic or foreign, or has otherwise ceased to conduct business.
8. Certain Accounts may be eligible to receive benefits, experiences and/or discounts ("Benefits"), in addition to their Tickets. Determinations about Accounts that qualify for such Benefits are at the sole discretion of the Venue. Benefits may be modified, revoked or terminated by the Venue at any time and for any reason, without compensation or damages of any kind. Broker Accounts will not be eligible for Benefits.
9. For an Account Holder that holds a Seat License, (a) to the extent that the Seat License provides for any rights or benefits (e.g., amenities or parking), Account Holder's eligibility for such rights or benefits arises solely, if at all, by operation of the Seat License and is subject to all of the limitations contained therein, and (b) this Agreement, and any rules or policies implemented hereunder, constitute the terms offered, adopted, and established by Licensor (as that term is defined in the Seat License) and the Giants pursuant to that Seat License, and are binding on the Account Holder.
10. Tickets shall not be resold or offered for resale in a manner or at a price in violation of this Agreement or any applicable law or regulation. While at the Ballpark, all spectators, including without limitation, Account Holders and Ticket Holders, shall comply with all applicable federal, state, and/or local laws, ordinances, rules, and regulations, and any policies established by the Venue.
11. Absent express, written consent from the Venue, the Account and Tickets obtained by the Account Holder shall not be used for advertising, promotion (including contests and sweepstakes), or other trade or commercial purposes.
12. Tickets are offered for the Season only. The Account does not confer any ownership or leasehold rights on Account Holders. Nothing contained in this Agreement grants or shall be deemed to grant to the Account Holder, and Account Holder does not, by virtue of being an Account Holder, have, any right or option whatsoever to purchase Ticket(s) for any season after the Season or for the same seat locations that are assigned to the Account for the Season. To the extent that an Account Holder holds a Seat License, any future right to purchase Tickets arises solely, if at all, by operation of the Seat License. Ticket sales in future seasons are subject to any changes, limitations and/or deadlines that have been or may be imposed by the Venue. In particular, and without limitation to the foregoing, the Venue expressly reserves the right to:
(a) change Ticket and/or Account policies and prices at any time and for any reason;
(b) disallow Benefits or apply Benefits differently to different Accounts, including without limitation Broker Accounts;
(c) charge an administrative fee in connection with any reissuance of Tickets that are lost or stolen, or any approved correction or change to Account information;
(d) refuse to sell future Tickets to any individual or entity in its sole discretion.
13. The Venue may, in its sole discretion, offer tickets to the Account Holder, through the Account, for Non-Regular Season Events, subject to any rules set forth by Major League Baseball ("MLB") or the applicable Non-Regular Season Event promoter.
14. If the Venue is authorized by MLB to issue Postseason Game tickets, eligible Account Holders may be entitled to purchase one ticket for every possible Postseason Game for each seat held in the Account. Not all Accounts, including Broker Accounts, may be eligible for Postseason Game priority seating or tickets. All terms and conditions that apply to Tickets, including those contained in this Agreement, shall apply to Postseason Game Tickets purchased by eligible Account Holders. Postseason Game Tickets may be subject to additional terms and conditions. The Venue reserves the right to offer eligible Account Holders relocated seats for Postseason Games. To the extent that any Postseason games purchased by an Account Holder are not played, Account Holders may be offered the opportunity to request the amount paid for un-played Postseason Games be applied to future Ticket charges. In the event that an Account Holder opts to have such amounts applied to future Ticket charges, however, such decision does not automatically confer any right on the Account Holder to purchase Tickets in the future. The Venue reserves the right to refund any amounts paid for un-played Postseason Games to Account Holder, without interest or damages of any kind, in the event that the Venue determines, in its sole discretion, not to grant Account Holder a license to purchase Tickets in the future.
15. The Venue or its affiliates may provide an electronic ticket exchange and/or transfer system (the "System") to eligible Account Holders. Any and all use of the System is subject to the terms and conditions of this Agreement and with those associated with accessing the System. The Venue reserves the right to suspend, modify, replace and/or cancel the System at any time in its sole discretion. The Venue reserves the right to cancel access to the System in the event any Account Holder violates this Agreement and/or the terms and conditions associated with accessing the System. Any errors or mismanagement of the System by Account Holder shall not be the responsibility of the Venue or its affiliates.
16. The Venue is not responsible for lost Tickets, stolen Tickets, or Tickets left at another location. Tickets may be replaced at the sole discretion of the Venue which may impose an additional cost. Stolen Tickets will be replaced only upon written request made by the Account Holder, accompanied with a police report identifying the theft of the Tickets. In the event the Venue replaces any Ticket, the replacement Ticket will be honored over the original Ticket in all cases and the original Ticket will be null and void.
17. All pre-game or post-game events at the Ballpark, including but not limited to, pyrotechnic displays, post-game concerts or other promotions are subject to cancellation. No part of the Ticket purchase price will be refunded in the event of such cancellation.
18. ASSUMPTION OF RISK/RELEASE OF CLAIMS: By entering the Ballpark and/or attending any San Francisco Giants baseball game, a Ticket Holder assumes all risk and danger incidental to the baseball game, and all other activities, promotions or events at the Ballpark before, during and after the baseball game or event, including, but not limited to, all risks occurring or originating on and off the playing field, spectator areas, concession areas, convenience areas, entry/exit points, concourses, fan lot, ramps/elevators/escalators, and pedestrian areas; all risks of being injured by or suffering loss from thrown bats, bat fragments, thrown or batted balls, dropped or launched items, projectiles, objects, persons, animals, spills, slips, consumables, ballpark equipment, facilities, or other hazards or distractions; and/or all risks associated with crowds of people or the negligence or misconduct of other spectators (the "Assumed Risks"). By entering the Ballpark and/or attending a baseball game, each Ticket Holder further acknowledges that his/her attendance at the baseball game and all game events are voluntary, and therefore Ticket Holder releases, to the furthest extent permitted by law, the Venue, its affiliates, and all entities and affiliates associated with Major League Baseball ("MLB") together with their respective agents, players, officers, employees and owners (collectively "Released Parties") from any liability or responsibility for injuries (including death), property damage, economic harm, or other loss resulting from the Assumed Risks or otherwise from the negligence of any of the Released Parties, but excluding any losses caused by the Released Parties' willful misconduct or gross negligence. This Section 18 shall survive the termination of this Agreement.
19. Disclaimer of Warranty and Limitation of Liability. Tickets and Seat Licenses should not be viewed as an investment and Account Holder should not expect to derive any economic profits from them. ACCOUNT HOLDER ACKNOWLEDGES THAT NEITHER THE VENUE NOR ITS AFFILAITES NOR ANY PERSON OR PERSONS ON BEHALF OF EITHER HAVE MADE ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER REGARDING THE TICKETS OR SEAT LICENSES OTHER THAN AS MAY BE SET FORTH IN THIS AGREEMENT OR THE SEAT LICENSE, INCLUDING WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY OF CONDITION, VALUE OR EXPECTATION OF VALUE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO (A) THE SEAT LICENSE, (B) THE TICKETS; (C) ACCOUNT HOLDER'S SEATS, OR (D) THE BALLPARK AND ITS APPURTENANT FACILITIES. TO THE MAXIMUM EXTENT ALLOWED BY LAW, VENUE AND ITS AFFILIATES SHALL NOT BE LIABLE TO ACCOUNT HOLDER FOR ANY INDIRECT, SPECIAL, INCDIENTAL, EXEMPLARY, EXTRADORDINARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND REGARDLESS OF THE FORM OF ACTION, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND REGARDLESS OF WHETHER ACCOUNT HOLDER HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGE. The maximum liability of Venue or its affiliates under any theory of law, including contract or tort, shall not exceed the lesser of (a) if applicable, the amount of the Annual Club Seat Payment paid by Account Holder or (b) the amount paid by Account Holder for Tickets pursuant to this Agreement in the prior twelve (12) months. This Section 19 shall survive the termination of this Agreement.
20. Each Ticket Holder understands and agrees that all belongings may be searched upon entry or at any time while inside the Ballpark, and any prohibited item may be confiscated. If a Ticket Holder does not consent to a search, then he/she will be refused admission or ejected from the Ballpark.
21. Each Ticket Holder that attends a baseball game at the Ballpark grants the Venue, its affiliates, MLB, the MLB Clubs and their authorized sponsors permission to utilize, in any media whatsoever, the Ticket Holder's voice, image and likeness in any broadcast, photograph, video and/or audio sound recording taken in connection with the baseball game attended by Ticket Holder.
22. ARBITRATION AGREEMENT. Unless prohibited by law, any controversy, dispute or claim of whatever nature arising out of, in connection with, or in relation to (a) the interpretation, performance or breach of this Agreement, (b) the sale, purchase or use of Tickets, and/or (c) participation in, attendance at, and/or observation of any game or event purchased under this Agreement, including, without limitation, any claim of bodily injury or property damage arising out of Account Holder's or Ticket Holder's attendance at any game or event, any claim based on contract, tort, equity or statute, and the determination of the validity, interpretation or scope of the parties' agreement to arbitrate ("Arbitration Claims"), shall be settled at the request of any party to this Agreement (including any Released Party) by BINDING INDIVIDUAL ARBITRATION conducted in the City and County of San Francisco, California, administered by and in accordance with the Streamlined Arbitration Rules and Procedures of JAMS or, if such rules no longer exist, the then existing rules of practice and procedure of JAMS (both sets of rules are collectively referred to as the "Rules of JAMS"), and judgment upon any award rendered by the arbitrator may be entered by any state or federal court having jurisdiction thereof. The arbitrator shall be a retired California or federal judge selected in accordance with the Rules of JAMS. The arbitrator and not a jury will decide the dispute. Account Holder and/or Ticket Holder will be responsible for paying its share of any arbitration fees (including filing, administrative, hearing or other fees), but only up to the amount of the filing fees it would have incurred if it had brought a claim in court. Venue will be responsible for any additional arbitration fees. Venue will consider in good faith making a temporary advance of Account Holder/Ticket Holder's share of any arbitration fees, or paying for the reasonable fees of an expert appointed by the arbitrator for good cause. Except as otherwise required by law, the parties agree that the arbitration procedure will be confidential, all conduct, statements, promises, offers, views and opinions, oral or written, made during the arbitration by any party or a party's agent, employee or attorney will remain confidential and, where appropriate, will be considered work product and privileged, and the existence and the results of the arbitration will be maintained by the parties and their respective agents, employees and attorneys as confidential at all times. The arbitrator in an arbitration proceeding shall have the power to award any relief that would have been available in court, provided that the arbitrator's authority is limited to Account Holder, Ticket Holder, Venue and its affiliates alone, except as otherwise specifically stated herein. No arbitration decision will have any preclusive effect as to non-parties. The arbitrator's decision shall be final and binding. Notwithstanding any other provision, the parties agree that this Arbitration Agreement extends to any other parties involved in any Arbitration Claims, including, but not limited to, Ticket Holders and other guests of Account Holder, including guests who are minors, and the Released Parties, and that any Arbitration Claims brought by or against such parties shall be settled under this Arbitration Agreement. This Arbitration Agreement shall take precedence over the rules of the arbitration organization or arbitrator in the event of any conflict. YOU HAVE THE RIGHT TO REJECT THIS ARBITRATION AGREEMENT, BUT YOU MUST EXERCISE THIS RIGHT PROMPTLY. If you do not wish to be bound by this Arbitration Agreement, you must notify us in writing by either (a) mailing a written opt-out notice, postmarked within forty-five (45) days after executing this Agreement to San Francisco Giants, Attn: Legal Department, Re: Arbitration, 24 Willie Mays Plaza, San Francisco, CA 94107 or (b) emailing a notice to [email protected] within forty-five (45) days of executing this Agreement. The notice must include your full name, address, date, account number, and the statement "I reject the Arbitration Agreement contained in my Season Ticket Purchase Agreement." If you exercise the right to reject arbitration, the other terms of the Agreement shall remain in full force and effect as if you had not rejected arbitration. This Section 22 shall survive the termination of this Agreement.
23. Class Action Waiver ("Class Action Waiver"). In any Arbitration Claim to be resolved by arbitration, neither Account Holder, Ticket Holder, nor Venue will be able to have a court or jury trial or participate in a class action or class arbitration. Other rights that parties would have in court will not be available or will be more limited in arbitration, including the right to appeal and discovery rights. Each party understands and agrees that by requiring each other to resolve all disputes through individual arbitration, EACH PARTY IS WAIVING THE RIGHT TO A COURT OR JURY TRIAL. ALL DISPUTES SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND NOT AS A CLASS ACTION, REPRESENTATIVE ACTION (E.G., PRIVATE ATTORNEY GENERAL), CLASS ARBITRATION OR ANY SIMILAR PROCEEDING. The arbitrator(s) may not consolidate the claims of multiple parties. This Section 23 shall survive the termination of this Agreement.
22. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN CONFORMITY WITH THE LAWS OF THE STATE OF CALIFORNIA (EXCLUSIVE OF CONFLICTS OF LAWS PRINCIPLES). WITHOUT LIMITATION TO THE ARBITRATION AGREEMENT, EACH PARTY HEREBY EXPRESSLY WAIVES ANY AND ALL RIGHTS WHICH IT MAY HAVE TO MAKE ANY OBJECTIONS BASED ON JURISDICTION, VENUE, OR SUFFICIENCY OF PROCESS TO ANY SUIT BROUGHT TO ENFORCE THIS AGREEMENT IN SAN FRANCISCO, CALIFORNIA or SAN MATEO COUNTY, CALIFORNIA AND EACH PARTY AGREES TO VENUE IN SAN FRANCISCO, CALIFORNIA AND SAN MATEO COUNTY, CALIFORNIA OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA.
23. The Account Holder must promptly notify the Venue of any changes in address or contact information.
24. By tendering a payment to the Venue, signing up for the Account, accepting Tickets, and/or redeeming any Tickets for admission to any San Francisco Giants baseball game, Account Holder expressly agrees to be bound by this Agreement.
25. If any provision of this Agreement will be held invalid or unenforceable, the remainder of this Agreement will not be affected, but will continue to be valid and enforceable to the fullest extent permitted by law. Any waiver or consent by Venue to any variation from any provision in this Agreement shall be valid only in the specific instance in which it is given, and no such waiver or consent shall be construed as a waiver of any other provision on this Agreement or with respect to any similar instance or circumstance. This Agreement and all the terms and provisions hereof will be binding upon and inure to the benefit of the parties hereto, and their respective heirs, executors, administrators, personal representatives, successors and permitted assigns. If any provision of this Agreement will be held invalid or unenforceable, the remainder of this Agreement will not be affected, but will continue to be valid and enforceable to the fullest extent permitted by law.