End-User License Agreement

Last Updated: June 23, 2025

This End-User License Agreement ("Agreement") is a binding legal document between the business entity you represent or are employed by ("End User," "you," "your") and Alex Doble, doing business as On the Latch ("Company," "we," "us," or "our"). This Agreement governs your right to use the Ticket Scanner mobile application and any associated documentation ("App"). By downloading, installing, or using the App, you agree to be bound by the terms of this Agreement. If you do not agree to these terms, do not download, install, or use the App.

1. License Grant

Subject to your purchase of a valid license through our official website and your ongoing compliance with this Agreement and our Terms of Service, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to install and use the App on mobile devices owned or controlled by you, solely for your internal business operations.

2. Restrictions on Use

You agree that you will not, and will not permit others to:

  • License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose, or otherwise commercially exploit the App or make the App available to any third party.
  • Modify, make derivative works of, disassemble, decrypt, reverse compile, or reverse engineer any part of the App.
  • Remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) of the Company or its affiliates, partners, or suppliers.
  • Use the App for any fraudulent, illegal, or unethical purpose, or in any way that could harm the Company, its service providers, or any other person.

3. Intellectual Property Rights

The App is licensed, not sold, to you. All right, title, and interest in and to the App, including all copyrights, patents, trademarks, trade secrets, and other intellectual property rights, are and shall remain the exclusive property of the Company. This Agreement does not grant you any ownership rights in the App.

4. Third-Party Services: Spektrix

a) Functionality

The App functions as a dedicated web browser to access and display the scanning interface of the Spektrix™ box office software ("Spektrix Service"). A valid and active Spektrix account is required to use the App's core functionality.

b) No Affiliation

The Company is an independent entity and is not affiliated with, endorsed by, or sponsored by Spektrix.

c) User Responsibility

You are solely responsible for your use of the Spektrix Service, and you agree to comply with all applicable Spektrix terms and policies. The Company shall have no liability or responsibility to you or any third party for your use of the Spektrix Service.

5. Term and Termination

a) This Agreement is effective from the moment you download the App and remains in effect until terminated.

b) Your rights under this Agreement will terminate automatically without notice if you fail to comply with any of its terms.

c) The Company may, in its sole discretion, suspend or terminate this Agreement and your access to the App at any time, with or without cause.

d) Upon termination, you shall cease all use of the App and destroy all copies, full or partial, of the App in your possession or control.

6. Disclaimer of Warranties

THE APP IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APP, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. THE COMPANY PROVIDES NO WARRANTY AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APP WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE.

7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APP, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE COMPANY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE APP EXCEED THE AMOUNT YOU PAID FOR YOUR LICENSE TO THE APP IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

8. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising from or relating to your use or misuse of the App or your breach of this Agreement.

9. Governing Law & Jurisdiction

This Agreement and any dispute arising out of or in connection with it shall be governed by and construed in accordance with the laws of the Province of British Columbia, Canada, without regard to its conflict of law principles. Any legal action or proceeding arising under this Agreement will be brought exclusively in the federal or provincial courts located in Vancouver, British Columbia, and the parties irrevocably consent to the personal jurisdiction and venue therein.

10. Entire Agreement & Severability

This Agreement, together with our Terms of Service and Privacy Policy, constitutes the entire agreement between you and the Company concerning the App and supersedes all prior or contemporaneous understandings. If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

11. Contact Information

If you have any questions about this Agreement, please contact us at: dev@onthelat.ch.

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