Terms of Service

Definitions

• Service / Platform: The Listium software-as-a-service offering, including our web apps, APIs, offline-first interfaces, and Command HUD operated on Vercel with Neon Postgres.
• Customer: The venue, promoter group, agency, or other organization that subscribes to the Service.
• User: Any individual a Customer authorizes to access the Service, including hosts, promoters, VIP sales, production managers, stage leads, or security.
• Customer Data / Content: All data input into the Service such as guest lists, reservations, riders, incidents, and operational notes.
• Order Form / Subscription: Any online sign-up, plan selection, or Stripe billing form that sets your tier, modules, and billing commitments.
• Third-Party Services: Services we rely on or integrate with, including Stripe, BetterAuth, Statsig, Resend, Vercel, and Neon.

Eligibility and Accounts

• Customers must be business entities or individuals capable of entering binding contracts. The Service is not designed for individuals under 16 or any higher age required by law.
• Registration must include accurate information that is updated as business details change.
• Authentication, credential storage, and MFA are handled through BetterAuth. Customers and Users must safeguard their login credentials and approved devices.
• Customers are responsible for all activity under their accounts, including actions performed by Users, contractors, and devices they approve.

License to Use the Service

Subject to these Terms, Listium grants Customers a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for internal venue operations across modules (Guest Lists, Table Service, Talent Advancing, Show Control, and Command HUD) during an active Subscription.

Acceptable Use

• Do not resell, sublicense, or redistribute the Service.
• Do not reverse engineer, scrape, or otherwise attempt to bypass security or technical safeguards.
• Do not upload unlawful, harmful, or infringing content, and do not violate privacy or intellectual property rights.
• Do not attempt to access data belonging to other customers.
• Customers must only upload Guest/Artist information when they have lawful rights and required consents, as Listium processes that data on the Customer’s behalf.

Customer Data and Ownership

Customers retain all ownership of Customer Data, including guest lists, reservations, riders, incidents, and venue notes. Customers grant Listium a limited license to process that data solely to operate, improve, secure, and support the Service, including offline-first caching and fraud prevention. Listium may create aggregated and anonymized insights that do not identify Customers or individuals for analytics, benchmarking, and product improvement.

Third-Party Services and Integrations

The Service relies on several Third-Party Services: Stripe (billing and payments), BetterAuth (authentication and user management), Statsig (analytics and experiments), Resend (transactional email), and our infrastructure stack on Vercel and Neon. These providers maintain their own terms and privacy documentation, and their availability is outside Listium’s direct control. Customers interacting with those services agree to their respective policies and should review them independently.

Offline Access and Device Use

Listium caches operational data locally on authorized devices so crews can operate guest lists, table plans, advancing boards, and show control even without connectivity. When devices go back online, changes sync with Listium’s Neon database through Vercel-hosted APIs. Customers are responsible for approving, monitoring, and securing physical devices. Revoking a User or device through the admin console prevents further syncs and should remove local access over time. Listium is not liable for unauthorized access from lost or unmanaged devices if Customers fail to implement reasonable controls.

Subscriptions, Fees, and Payments

• Listium is sold on subscription tiers (Starter, Professional, Enterprise) with optional modules. Pricing and plan details live on the /pricing page or Order Form.
• Fees are billed via Stripe monthly or annually, depending on the selection. Trials, if offered, convert to paid plans when the trial ends unless canceled.
• Subscriptions renew automatically unless canceled pursuant to the policy shown in the Order Form or billing portal.
• Customers are responsible for taxes, except where Listium is obligated to collect them. Listium may adjust fees for added venues, modules, or usage with notice.
• Non-payment or failed charges may result in suspension or termination of access, along with late fees or interest where permitted.

Term and Termination

• These Terms are effective from first use or Order Form execution until terminated.
• Either party may terminate for convenience effective at the end of the current term with written notice as specified in the applicable plan.
• Either party may terminate for material breach if the breach is not cured within 30 days of notice. Listium may suspend or terminate immediately for non-payment, security risks, or violations of these Terms.
• Upon termination, Customer access ends and Customer Data is handled per the Privacy Policy and any data processing agreement. Customers should export needed data beforehand; exports may be limited by module functionality.

Disclaimers

The Service is provided “as is” and “as available.” Listium disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee uninterrupted operation, error-free performance, or specific outcomes (such as revenue, compliance, or capacity targets) unless covered by a separate written SLA. Operational decisions based on Listium data are made at the Customer’s own risk.

Limitation of Liability

To the fullest extent permitted by law, Listium and its suppliers are not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, lost data, or business interruption. Listium’s total liability for any claim is limited to the fees Customer paid during the three months preceding the event giving rise to liability. These limits do not apply where prohibited by law, such as cases of gross negligence or willful misconduct.

Indemnification

Customer agrees to indemnify and hold harmless Listium, its affiliates, and personnel from claims, damages, losses, or expenses (including reasonable attorney fees) arising from Customer’s or its Users’ misuse of the Service, violation of law, breach of these Terms, or submission of Customer Data without proper rights or consents.

Intellectual Property

Listium retains all rights in the Service, software, content, UI, documentation, and trademarks. Customers receive no IP rights beyond the limited license above. Feedback or suggestions may be used by Listium without obligation, attribution, or compensation.

Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of New York, United States, without regard to conflict-of-law principles. Any disputes must be brought in the state or federal courts located in New York County, New York, and the parties consent to jurisdiction there. Consumer-specific rights required by local law remain unaffected.

Changes

We may update the Service or these Terms at any time. Material changes will be communicated through email, in-product messaging, or by posting the revised Terms with an updated effective date. Continued use after changes become effective constitutes acceptance of the revised Terms.

Miscellaneous

• Assignment: Listium may assign these Terms in connection with a merger, acquisition, or corporate transaction. Customer may not assign without Listium’s consent, except to an affiliate that agrees in writing to be bound.
• Severability: If any provision is held invalid, the remaining provisions remain in effect.
• Entire Agreement: These Terms, together with Order Forms, the Privacy Policy, and any data processing agreements, constitute the entire agreement between the parties.
• No Waiver: Failure to enforce a provision does not waive that provision or any other rights.

Contact Us

Questions about these Terms can be directed to legal@listium.app. You may also reach Listium, Inc. at our mailing address: [Insert Mailing Address].