Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding contract between you (“Customer,” “you,” or “your”) and Venucore LLC, a limited liability company organized under the laws of the State of Arizona, operating the platform at venucore.ai (“the Platform”).

By accessing or using the Platform, creating an account, or checking the agreement box during onboarding, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not use the Platform.

2. Definitions

• “Platform” means the Venucore web application, APIs, and all associated services available at venucore.ai.
• “Subscription” means a recurring paid plan granting access to Platform features at a specified tier.
• “User” means any individual with an authenticated account on the Platform, including owners, admins, and team members.
• “Customer Data” means all data entered, uploaded, or generated by Users within the Platform, including event details, financial records, contacts, documents, and communications.
• “Compute Credits” means units of AI processing capacity allocated monthly or purchased as credit packs, consumed when using AI-powered features.
• “Settlement” means the financial reconciliation of an event, including revenue, expenses, deductions, and artist payment calculations.
• “Cue” means the AI-powered assistant integrated into the Platform, formerly referred to as Spotlight.
• “Subscription Fee” means the recurring charge for your selected plan tier, billed monthly or annually.

3. Account Registration and Eligibility

You must be at least 18 years of age to create an account on the Platform. By registering, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately at hi@venucore.ai of any unauthorized use of your account.

The Owner role is assigned at company creation and may only be transferred through the designated ownership transfer flow within the Platform. Only one Owner may exist per organization at any time.

4. Subscription Plans and Billing

The Platform offers four subscription tiers:

Annual billing provides two months free compared to monthly billing. All subscriptions renew automatically at the end of each billing period unless canceled.

Money-Back Guarantee: First-time subscribers receive a 30-day money-back guarantee on their initial purchase only. Annual plans are non-refundable after the 30-day guarantee period. Monthly credits are non-refundable. Credit packs are non-refundable once purchased and consumed.

Failed Payments: Failed payment attempts are retried on days 3, 5, and 7. If payment remains unresolved, the account is suspended at day 14. Accounts suspended for non-payment become eligible for data deletion at day 30 plus 14 days.

Pricing Changes: We may change subscription pricing with 30 days written notice. Price changes take effect at the start of your next billing period.

5. Compute Credits

Monthly credits reset on your billing date and do not roll over to the next period. Credit packs purchased separately never expire.

Overage Rates (per 1,000 credits beyond monthly allocation):

• Starter: $15 per 1,000 credits
• Professional: $12 per 1,000 credits
• Operator: $10 per 1,000 credits

Credit Pack Sizes:

• Small: 1,000 credits — $12
• Medium: 5,000 credits — $49
• Large: 15,000 credits — $129

Maximum charge per single AI transaction is capped at $500 equivalent in credits.

Founding Operator Program: $999/year locked rate, 5,000 credits per month, overages at $8 per 1,000 credits. Limited to the first 75 customers. Founding Operator pricing is locked for the lifetime of the subscription as long as it remains active and in good standing.

6. Platform Use and License

Subject to your compliance with these Terms and payment of applicable fees, Venucore LLC grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business operations.

You may not:

• Resell, sublicense, or redistribute access to the Platform.
• Reverse engineer, decompile, or disassemble any part of the Platform.
• Use automated tools, scripts, or bots to abuse Platform features or circumvent rate limits.
• Circumvent, disable, or interfere with credit consumption tracking or billing systems.
• Use the Platform for any illegal purpose or in violation of any applicable law.

7. AI Features — Critical Disclaimers

The Platform includes AI-powered features through Cue (formerly Spotlight). The following disclaimers apply to all AI functionality:

• Informational Only: All AI output is informational and provided for general guidance purposes only. AI responses do not constitute professional advice of any kind.
• AI Does Not Calculate Money — Code Does: All financial calculations (settlements, revenue splits, deductions, tax withholdings) are performed by deterministic code logic, not AI. AI may explain or summarize calculations but never performs them.
• Data Accuracy: Settlement math and all financial outputs depend entirely on the accuracy of data entered by Users. The Platform cannot verify the correctness of your inputs.
• Tax Features: Any tax-related features are tracking and estimation tools only and do not constitute tax advice. Consult a qualified tax professional for all tax matters.
• No Professional Relationship: No attorney-client, accountant-client, or advisory relationship is created by any output of the Platform, including AI responses.

8. Customer Data

You retain full ownership of all Customer Data. By using the Platform, you grant Venucore LLC a limited license to process, store, and display Customer Data solely as necessary to operate and provide the Platform services.

Customer Data is stored on infrastructure located in the United States. International Users acknowledge and consent to the transfer and processing of their data in the United States.

9. Confidentiality

Each party agrees to maintain the confidentiality of the other party’s confidential information and not to disclose it to third parties except as necessary to perform under these Terms.

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no fault of the receiving party.
• Was already known to the receiving party before disclosure.
• Is independently developed without reference to confidential information.
• Is disclosed by a third party without restriction.
• Is required to be disclosed by law, regulation, or court order, provided the disclosing party is given reasonable notice where permitted.

10. Data Retention and Deletion

Upon cancellation or termination of your account, you have a 30-day grace period to export your data. After the grace period, account data will be scheduled for deletion.

Settlement records are retained for 7 years to comply with financial record-keeping obligations. Data export requests are fulfilled within 10 business days of receipt.

11. Intellectual Property

All intellectual property rights in the Platform, including software, designs, trademarks, documentation, and all improvements thereto, are and remain the exclusive property of Venucore LLC.

If you provide feedback, suggestions, or ideas regarding the Platform, you grant Venucore LLC a perpetual, irrevocable, royalty-free license to use, modify, and incorporate such feedback without obligation.

Venucore LLC may use aggregate, anonymized, and de-identified data derived from Platform usage for research, analytics, and service improvement purposes.

12. Third-Party Services

The Platform integrates with third-party services including Stripe (payment processing), Supabase (database infrastructure), Vercel (hosting), Anthropic (AI processing), and various ticketing platforms.

Your use of these third-party services is subject to their respective terms of service and privacy policies. Third-party credentials and tokens are stored encrypted using AES-256-GCM. Venucore LLC is not responsible for the availability, accuracy, or practices of third-party services.

13. Uptime and Service Levels

• Professional plan: 99.5% monthly uptime target.
• Enterprise plan: 99.9% monthly uptime per individually negotiated SLA.
• Starter plan: Commercially reasonable efforts to maintain availability.

Uptime calculations exclude scheduled maintenance windows announced at least 24 hours in advance.

14. Limitation of Liability

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VENUCORE LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM.

THE TOTAL AGGREGATE LIABILITY OF VENUCORE LLC FOR ALL CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

15. Indemnification

You agree to indemnify, defend, and hold harmless Venucore LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your violation of these Terms.
• Your Customer Data or the use thereof.
• Your violation of any applicable law or regulation.
• Claims arising from events you manage, produce, or promote using the Platform.
• Any claim that your use of the Platform infringes a third party’s intellectual property rights.

16. Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Arizona, without regard to its conflict of law principles.

Before initiating any formal dispute resolution, you agree to a 30-day informal resolution period. During this period, the parties will attempt in good faith to resolve the dispute through direct communication. Send dispute notices to hi@venucore.ai.

If the dispute is not resolved during the informal period, it shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, conducted in Maricopa County, Arizona.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not as a class, consolidated, or representative action.

Nothing in this section prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm.

17. Term and Termination

• Monthly plans: Cancel anytime. Access continues until the end of the current billing period.
• Annual plans: Provide at least 24 hours notice before renewal date to prevent automatic renewal.
• Enterprise plans: 90-day written notice required for termination.

Venucore LLC may immediately terminate or suspend your account for material breach of these Terms, non-payment, or if your continued use poses a legal or security risk to the Platform or other Users.

18. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide 30 days written notice via email or in-platform notification. Your continued use of the Platform after the notice period constitutes acceptance of the updated Terms.

19. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and Venucore LLC regarding the Platform.
• Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• No Waiver: The failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms or your rights hereunder without the prior written consent of Venucore LLC.
• Force Majeure: Neither party shall be liable for any failure or delay caused by circumstances beyond its reasonable control, including natural disasters, acts of government, internet outages, or third-party service failures.
• Notices: All legal notices should be sent to hi@venucore.ai.
• Export Compliance: You agree to comply with all applicable export and import laws and regulations in your use of the Platform.

Contact

For questions about these Terms, contact us at hi@venucore.ai.

For general support, contact hi@venucore.ai.