bandvan Terms of Service

Thank you for using bandvan. We built it to take the paperwork out of touring so you can get on with the show. Because we do not get to meet every one of our customers, we need some terms in writing. We have tried to keep them short and readable. Please read them, because they include a limit on what we owe you if something goes wrong.

1. Who we are, and the words we use

1.1 When we say "we", "us", or "bandvan", we mean Band Van Inc.

1.2 When we say "the Service", we mean the bandvan web app, the bandvan iOS app, our calendar feeds, our email notifications, our command-line tools, our public website, and anything else we build and operate under the bandvan name.

1.3 When we say "you", we mean the person or the organization that holds a bandvan account. Accounts belong to a Team. A Team is the paying entity: an act, a management company, a production company, or a single tour manager working alone. Everyone your Team invites into the Service is a user of your Team.

1.4 When we say "Your Content", we mean everything you and your users put into the Service: tours, shows, advances, deals, contacts, uploaded files, contracts, and anything else you enter or upload.

1.5 A promoter link is a private web address we generate that lets a promoter or a venue fill in an advance form without creating an account.

2. Agreeing to these terms

2.1 You agree to these terms when you click to accept them in the Service.

2.2 If you accept these terms on behalf of a Team, you represent that you have the authority to bind that Team to them, and "you" means both you and that Team. If you do not have that authority, do not accept these terms.

2.3 These terms cover every user of your Team. You are responsible for making sure your users follow them.

2.4 These terms also cover the people who use your promoter links. When you send a promoter link, your agreement with us governs what happens on the other end of it. A promoter who fills in your form is not our customer, has no account with us, and has no separate agreement with us. You are responsible for who you send links to.

2.5 Until Band Van Inc. is incorporated, these terms are entered into by its incorporator on its behalf. The incorporator is not personally bound by them, and Band Van Inc. will adopt them upon incorporation.

3. Your account

3.1 You are responsible for keeping your account secure, and for making sure your users do the same. We cannot be liable for loss or damage that follows from someone else getting into your account. We offer two-factor authentication and passkeys. We recommend you turn one on.

3.2 You are responsible for everything posted to and everything done under your account, including by your users.

3.3 Each user account must belong to a named individual. Accounts created by bots are not allowed, though you may use our published API and command-line tools with your own credentials.

3.4 You must be old enough to enter a contract where you live.

4. What you may not do

You may not, and may not let your users:

4.1 Use the Service to break the law, or to help anyone else break the law.

4.2 Send spam, harass anyone, or send unsolicited mail through our email features. The promoter link and the advance email exist so you can talk to people you are actually doing business with.

4.3 Upload malware, or content that infringes someone else's rights.

4.4 Probe, scan, or attack the Service or the infrastructure it runs on, or try to reach data that is not yours. If you find a security problem, please tell us at hello@bandvan.app instead. We will not pursue you for a good-faith report.

4.5 Resell, sublicense, or white-label the Service without our written permission.

4.6 Use the Service to build a competing product, or copy any part of its code, design, or interface.

4.7 Put more load on the Service than your use of it reasonably requires, including through our API.

Verbal, physical, written, or other abuse of anyone who works on bandvan will get your account terminated immediately.

5. Information about other people

This is the clause that matters most for touring work, so we have spelled it out.

5.1 The Service is built for you to record details about people who are not our customers: promoters, venue staff, production crew, hotels, and clients. Their names, email addresses, phone numbers, and other details are Your Content.

5.2 As between you and us, you decide what personal information about those people goes into the Service, why it is there, and how long it stays. In privacy law terms, you are the controller of that information and we are your processor. We handle it on your instructions and only to run the Service for you.

5.3 You represent that you have the right to put that information into the Service, and to have us process it, send it, and store it as the Service does. That includes any notice or consent the law where those people live requires you to obtain. We do not obtain it for you.

5.4 We will handle that information as described in our Privacy Policy. We will not sell it. We will not use it to market to those people. We will not use it to train models.

5.5 If we learn of a security breach that affects personal information you have entrusted to us, we will tell you promptly and give you what you reasonably need to meet your own notification duties. See section 11.

5.6 If a person whose information you entered contacts us directly with a request about their data, we will point them to you, and tell you about the request. If you ask us to correct or delete information you entered, we will do it within a reasonable time.

5.7 When your Team's account is closed, we will delete Your Content as described in our Privacy Policy. You may ask us to delete it sooner.

6. Your Content is yours

6.1 You own Your Content. Using the Service does not give us any ownership of it.

6.2 You give us a limited licence to store, copy, display, transmit, and otherwise process Your Content only as far as we need to in order to run the Service for you, to support you, and to keep the Service secure. That licence ends when the content is deleted.

6.3 We do not screen Your Content before it is stored. We may remove content that breaks section 4, but we are not required to look for it.

6.4 We may use anonymized, aggregated information about how the Service is used to operate and improve it. That never includes Your Content itself, and never identifies you, your Team, or anyone in your address book. Anonymized means we cannot re-identify you, your Team, or any person in your account from it, and we do not try.

7. Payment

7.1 bandvan is priced per show. There is no subscription. Some accounts, including beta accounts, may pay nothing.

7.2 Payments, when enabled, are processed by Stripe. Card details go to Stripe directly and do not pass through our servers.

7.3 Prices are exclusive of taxes. Where we are required to collect tax, we will add it and remit it. Otherwise, taxes are yours to pay.

7.4 If we change our prices, we will give you at least 30 days notice by email to the address on your account. Changes never apply to shows you have already been billed for.

7.5 If a payment fails, we may suspend the Service for your Team until it clears. We will email you first.

8. Cancellation and termination

8.1 You may close your Team's account at any time. Contact hello@bandvan.app if you cannot do it in the app.

8.2 On cancellation, Your Content stops being available in the Service and is deleted on the schedule in our Privacy Policy. Export anything you need first. We cannot recover content once it is deleted.

8.3 We may suspend or terminate an account that breaks these terms, that is being used to harm someone, or that we are legally required to shut down. Except where the law or the situation prevents it, we will tell you why.

8.4 If we terminate your account without cause, we will refund any fees you have paid for shows that have not happened yet.

9. Changes to the Service and to these terms

9.1 We are still building bandvan. We may add, change, or remove features. We may discontinue a feature we cannot keep running well. Where a change would lose you data or break a workflow you depend on, we will give you notice and, where we can, a way to export.

9.2 We may change these terms. There are two kinds of change:

(a) Clarifications. Fixing a typo, making a sentence clearer, adding a link, or updating a company detail. We update the document and change its version. Your existing acceptance stands.

(b) Material changes. Anything that changes your rights or ours: the liability limit, the licence you grant us, how disputes are handled, what we may do with your data. We will publish the new version, email the account owner at least 30 days before it takes effect, and ask each user to accept it in the app. If you do not accept it, you may close your account before it takes effect and we will refund fees for shows that have not happened.

9.3 Every version of these terms is numbered, and we record which version each user accepted and when.

10. Availability

10.1 We work hard to keep bandvan up, and we watch it. We do not offer a service level agreement or an uptime guarantee.

10.2 We may take the Service down for maintenance. Where we can plan it, we will tell you first.

10.3 The Service is provided "as is" and "as available". Your use of it is at your own risk.

10.4 Some features, and some accounts, are marked as beta or early access. Beta features may change or disappear with less notice than the rest of the Service, and we may limit or end a beta at any time. If a beta feature stops working, tell us, but do not build a tour around one.

11. Security, breaches, and keeping your own copies

11.1 We commit to protecting Your Content with security measures that are reasonable for a service of our size, and to keeping those measures current. Our Privacy Policy describes what they are today. We do not, and cannot, promise that the Service is unbreakable or that it will never be attacked successfully. No one can promise that honestly.

11.2 If we discover a breach of our security that has led, or is reasonably likely to lead, to Your Content being lost, stolen, or accessed by someone who should not have it, we will:

(a) tell you within 72 hours of confirming the breach, and in any event as quickly as the law requires;

(b) tell you what we know about what happened, what data was involved, and what we are doing about it;

(c) report it to the regulators we are required to report it to; and

(d) give you what you reasonably need to make your own notifications to the people whose information you entered.

11.3 Nothing in these terms reduces the breach-reporting duties we owe under Canadian privacy law, and nothing in section 12 is meant to excuse us from them.

11.4 Keep your own copies of anything you cannot afford to lose. Contracts, signed riders, guarantees, and settlement paperwork are your business records. Software fails, hosting providers fail, and accounts get deleted by accident. We take backups, but we do not guarantee against loss or corruption of Your Content, and we are not your system of record for documents that matter to you.

12. Warranties and the limit of what we owe you

12.1 Disclaimer. Other than what we have expressly promised in these terms, we make no warranties, express or implied, and we specifically disclaim the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will meet your requirements, that it will be uninterrupted, timely, secure, or error-free, or that any data it holds is accurate.

12.2 No indirect damages. Neither of us is liable to the other for lost profits or revenues, whether direct or indirect, or for consequential, special, indirect, exemplary, punitive, or incidental damages. That includes cancelled shows, missed load-ins, lost bookings, lost goodwill, and reputational harm, even if we were told those were possible.

12.3 The cap. Except as set out in section 12.4, each party's total liability for all claims arising out of or relating to these terms, taken together, will not exceed the greater of:

(a) the fees you paid us in the 12 months before the event that gave rise to the claim; and

(b) $100 CAD.

12.4 What the cap does not cover. The limits in sections 12.2 and 12.3 do not apply to:

(a) our gross negligence, our willful misconduct, or our fraud;

(b) your gross negligence, your willful misconduct, or your fraud;

(c) your obligation to pay fees you owe;

(d) either party's indemnity obligations under section 13, which are instead limited to the greater of five times the fees you paid us in the 12 months before the claim, or $5,000 CAD;

(e) a party's misuse of the other's confidential information; or

(f) any liability that the law where you live does not allow to be limited or excluded, including liability for death or personal injury caused by negligence.

12.5 These limits apply however the claim is framed: contract, tort, negligence, statute, or anything else. They are a deliberate allocation of risk that reflects what bandvan costs, and they survive the end of these terms.

12.6 Some places do not allow some of these exclusions, and consumer-protection law in some provinces gives consumers warranties that cannot be excluded. Where that is true, nothing in this section limits those rights, this section applies to the greatest extent that place allows, and the rest of it stays in force.

13. Indemnification

13.1 You cover us for third-party claims arising from: Your Content; your use of the Service in breach of section 4; and your failure to have the rights, notices, or consents described in section 5.3.

13.2 We cover you for third-party claims that the Service, used as we intend, infringes that party's intellectual property rights.

13.3 Either way, the party being covered must tell the other promptly, let them control the defence and settlement, and cooperate reasonably. The covering party pays damages finally awarded and reasonable legal costs. No settlement that admits fault or costs the covered party money is valid without their consent.

13.4 If the Service becomes the subject of an infringement claim, we may modify it, replace it, or end your subscription and refund fees for shows that have not happened. That is your exclusive remedy for infringement.

14. Confidentiality

14.1 Each of us may learn things about the other that are obviously confidential: tour routing, deal terms, security details, unreleased features.

14.2 Neither of us will use the other's confidential information for anything other than performing these terms, or disclose it to anyone else, except to people who need it and are under similar obligations.

14.3 This does not cover information that is public without anyone's fault, that the receiving party already had, or that they worked out independently. If a court or regulator compels disclosure, the disclosing party will give notice where it is legally allowed to.

14.4 These confidentiality obligations last for five years after the information is disclosed, except for trade secrets, which stay confidential for as long as they remain trade secrets.

15. Our intellectual property

15.1 We own the Service: the software, the design, the interface, the name, and the logo. You get no ownership of any of it.

15.2 You may not copy, resell, or reuse any part of the Service's code, markup, styling, or visual design without our written permission, and you may not use our name or logo for promotion without asking.

15.3 If you send us feedback or a feature idea, we may use it freely and owe you nothing for it. We appreciate it either way.

16. Copyright complaints

If you believe content in the Service infringes your copyright, email hello@bandvan.app with enough detail for us to find it: what the work is, where the infringing copy is, your contact details, and a statement that you believe in good faith that the use is not authorized. We will look into it, and we will forward or act on the notice as the law requires. We terminate the accounts of repeat infringers.

17. Governing law and disputes

17.1 These terms are governed by the laws of Ontario, Canada and the federal laws of Canada that apply there, without regard to conflict-of-laws rules.

17.2 Talk to us first. Before starting any formal proceeding, email hello@bandvan.app describing the problem and what you want. We will do the same. Give us 30 days to work it out. Most things end here.

17.3 Arbitration. If that does not resolve it, any dispute arising out of or relating to these terms will be finally settled by confidential arbitration before a single arbitrator under the Arbitration Rules of the ADR Institute of Canada, seated in Toronto, Ontario, Canada, in English. Judgment on the award may be entered in any court with jurisdiction.

17.4 Exceptions. Either of us may go to court instead for an injunction to protect intellectual property or confidential information, and either of us may bring a claim in small claims court if it qualifies.

17.5 No class actions. Claims must be brought individually. Neither of us may bring a claim as a plaintiff or class member in a class, collective, or representative proceeding, and the arbitrator may not consolidate claims. If this paragraph is unenforceable, section 17.3 does not apply to that claim and it goes to the courts of Ontario, Canada, whose jurisdiction we both accept.

17.6 Any claim must be brought within one year of when the claiming party first knew, or reasonably should have known, of the facts behind it, except where the law that applies to you does not permit a limitation period to be shortened by agreement, in which case the period that law provides applies.

18. Things outside anyone's control

Neither of us is liable for failing to perform because of something we could not reasonably control: natural disaster, war, civil unrest, labour action, failure of a public network or utility, government action, or the failure of a supplier we depend on. Payment obligations are not excused.

19. Everything else

19.1 Notices. Notices to us go to hello@bandvan.app. Notices to you go to the email address on your account, or to a notice we display in the Service. It is your job to keep that address current.

19.2 Assignment. You may not assign these terms without our written consent, which we will not unreasonably withhold, except to someone who acquires your whole business. We may assign them to a successor of our business.

19.3 Independent parties. Nothing here makes either of us the other's agent, partner, employer, or employee.

19.4 No waiver. If we do not enforce something, that is not a waiver of our right to enforce it later.

19.5 Severability. If a court finds part of these terms unenforceable, the rest stays in force and that part applies as far as it legally can.

19.6 Entire agreement. These terms and our Privacy Policy are the whole agreement between us about the Service, and replace anything said before.

19.7 Survival. Sections 5, 6.1, 7 (as to fees accrued before termination), 11.4, 12, 13, 14, 15, 17, and 19 survive the end of this agreement.

20. Attribution

Portions of these terms are adapted from the Basecamp open-source policies / CC BY 4.0, and from the Common Paper Cloud Service Agreement / CC BY 4.0. Neither 37signals nor Common Paper endorses bandvan or these terms.

Questions about any of this: hello@bandvan.app.