15. MODIFICATIONS AND INTERRUPTIONS:  We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on Services. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. We will not be liable to you or any third-party for any modification, price change, suspension, or discontinuance of the Services.

    We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without giving notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in this Agreement will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.

16. GOVERNING LAW:  This Agreement shall be construed and enforced in accordance with the laws of the State of Tennessee, United States, and the conflicts of laws provisions or principles of any jurisdiction shall not be considered.  Each you and we hereby consent to and submit to the jurisdiction of the federal and state courts located in Nashville, Tennessee.


17. DISPUTE RESOLUTION:
1. Informal Negotiations.  To expedite resolution and control the cost of any dispute, controversy, or claim related to this Agreement (each a “Dispute” and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least forty five (45) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.


2. Binding Arbitration.  If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA's Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the American Arbitration Association (“AAA”) website. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in Nashville, Davidson County, Tennessee. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

   If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts located in Davidson County, Tennessee, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from this Agreement.

   In no event shall any Dispute brought by either Party related in any way to the Services be commenced more than one (1) year after the cause of action arose. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

3. Restrictions.  The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (i) no arbitration shall be joined with any other proceeding; (ii) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (ii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.


4. Exceptions to Informal Negotiations and Arbitration.  The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations binding arbitration: (i) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (ii) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (iii) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.


18. CORRECTIONS: There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.


19. DISCLAIMER:

UNDER NO CIRCUMSTANCE SHALL WE HAVE ANY LIABILITY TO YOU FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SITE OR ANY RELIANCE ON THE SITE. YOUR USE OF THE SITE OR SERVICES IS DONE AT YOUR SOLE RISK.  TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES' CONTENT OR THE CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS OR ANY AND ALL PERSONAL INFORMATION OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD-PARTY, OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

20. LIMITATIONS OF LIABILITY: IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIEARIES, PARENT, DESIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, LIABILITY TO YOU (INCLUDING OUR LIABILITY TO YOU) FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE ONE (1) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN UNITED STATES STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.


21. INDEMNIFICATION:  You agree to defend, indemnify, and hold us harmless, including our subsidiaries and other affiliates, parent, designees, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third-party due to or arising out of: (A) use of the Services; (B) breach of this Agreement; (C) any breach of your representations and warranties set forth in this Agreement; (D) your violation of the rights of a third-party, including but not limited to intellectual property rights; or (E) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.


22. USER DATA: We will maintain certain data that you transmit to or via the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.


23. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES: Visiting the Services, sending emails, ordering, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or payments or the granting of credits by any means other than electronic means.


24. SMS TEXT MESSAGING:  If the Services include communications with you via SMS, then the following shall apply:
    1. Opting Out.  If at any time you wish to stop receiving SMS messages from us (if any), simply reply to the text with “STOP.” You may receive an SMS message confirming your opt out.
    2. Message and Data Rates.  Please be aware that message and data rates may apply to any SMS messages sent or received. The rates are determined by your carrier and the specifics of your mobile device plan.
    3. Support: If you have any questions or need assistance regarding our SMS communications, please email us at Info@HarkenHall.com or call at 615-654-6544.


25. CALIFORNIA USERS AND RESIDENTS: If any complaint involving us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.


26. MISCELLANEOUS: This Agreement and any policies or operating rules posted by us on or in relation to the Services or in respect to the Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. This Agreement operates to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of this Agreement is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of this Agreement or use of the Services. You agree that this Agreement will not be construed against us by virtue of having drafted this Agreement. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the you and us or any applicable third-party hereto to execute this Agreement.


27. AUDIOVISUAL, STILL PHOTOGRAPHS, AND AUDIO RECORDING AND USE RELEASE: Attendees of events at our facilities (including, without limitation, concerts, corporate events, and private events), your image, voice, activities, or performances could well be recorded as part of Services or event-related operations. Those recordings may be used (e.g., edited, reproduced, or transmitted) as part of one or more audiovisual programs, promotions, transmissions, or other uses, in perpetuity, throughout the world. By use of Service or entry to Harken Hall venue premises, you expressly agree, and parents, guardians, or other representative on behalf of their accompanied minors expressly agree, that we may record (or cause to be recorded) your, and any such minor's, image, voice, activities, or performances (“Recorded Performances”). By such agreement, it is also expressly agreed we, as well as our successors, affiliates, subsidiaries, parent, designees, assigns, and authorized licensees, have permission to use and re-use, publish and re-publish, and modify or alter the Recorded Performances and that uses of the Recorded Performances for editorial, commercial, trade, promotional, advertising, or any other private or commercial purposes may be done in any medium now existing or subsequently developed, worldwide, and in perpetuity. You also waive your right, any minor's right, and any other right, to inspect or approve any editorial text, recording, edited recording, programming, or other use in connection with the Recorded Performances and release and discharge us and our parent, affiliate, and subsidiary companies and designees from any and all claims arising out of use of the Recorded Performances as outlined above, including any claims based in whole or in part on libel, invasion of privacy, rights of publicity, trademark, copyright, or any other tortious act.


28. ADDITIONAL TICKETING TERMS AND CONDITIONS:  The following shall apply with respect to tickets, ticketing, and ticketed access, events, and related operations:
    1. Ticketing and related operations, including sales, are part of Services provided by our affiliate 514 Productions, LLC (“514”).
    2. HakenHall.com is the only authorized ticket purchasing platform for tickets related to produced or sponsored 514 events (“Ticket” or “Tickets”). Tickets obtained from unauthorized sources may be known or unknown to be invalid, stolen, counterfeit, or the like (“Secondary Tickets”) and neither we nor 514, assume risk or liability with regard to Secondary Tickets. Purchasers of Secondary Tickets assume all risks in such regard.
    3. All ticketing and related sales are final. There are no refunds or exchanges.
    4. Performance times and specific performers are subject to change without notice or further formality.
    5. EACH TICKET LIMITS THAT TICKET’S HOLDER'S RIGHTS. Each Ticket is a revocable license that is BOTH: (i) subject to termination with denial of admission occurring at 514’s sole discretion upon refund of the individual Ticket purchase amount paid (not including processing fees), and (ii) subject to termination and revocation with denial of admission or removal from the facility without compensation, should (without limitation) the individual Ticket holder act in a disorderly manner, or violate our or 514’s rules, policies, or regulations, or break any law or regulation, or breach this Agreement.  The following also apply with regard to Tickets or ticketing under this Agreement, including with respect to Services:
       1. Ticket holders voluntarily assume and accept all risks of dangers, illness, or injury incidental to the event for which a Ticket is issued, whether present or occurring prior to, during, or after that event, including, without limitation, injury, injury from objects, acts of others, and the like, and each Ticket holder agrees that the we and our affiliates, parent, and subsidiaries, and that the event’s promoter, agents, participants, sponsors, or related individuals or entities are not responsible or liable for any injuries, expenses, claims, or liabilities resulting from such causes.
       2. No re-entry to events is permitted.
       3. A Ticket is only valid for the event and seat for which it was issued.
       4. Ticket holder agrees not to transmit or aid in transmitting any description, audio, or picture of the event to which a Ticket pertains.
       5. Ticket holder grants permission to us, our affiliates, our subsidiaries, and our designees, licensees, and assigns and to individuals or entities sponsoring, producing, or promoting the event (and their designees) the irrevocable and perpetual right to utilize the Ticket holder's image or likeness and related actions, performances, and sounds in and in connection with any recording, capture, broadcast, transmission, or other exploitation or reproduction of the event to which a Ticket is associated, all by using any or all means and media now known or hereafter developed.
       6. The resale or attempted resale of a Ticket at a price higher than that appearing on a Ticket is grounds for seizure and cancellation of the Ticket in question, all without compensation.
       7. Service fees and financial processing fees are not refundable under any circumstances.
       8. It is unlawful to reproduce or to attempt to reproduce a Ticket.


29. SUBJECT TO SEARCH: Ticket holders and holder belongings may be searched upon entering Harken Hall premises (including without limitation the venue), and prohibited items may be confiscated, at the sole discretion of us, 514, or designees. Each ticket holder consents to such searches and waives any and all related claims. If a Ticket holder does not consent to such searches, then that Ticket holder will be denied entry or ejected from the Harken Hall premises without refund.


30. RESTRICTED ITEMS:  Restricted or controlled items are strictly prohibited from, in, on, or about the Harken Hall venue premises and include, without limitation, the following: audio recording devices, video capturing devices, cameras, laptops/tablets, laser pointers, monopods and tripods, cameras with detachable lenses, open flame, heating, or spark/fire/heat-related devices, animals (disability service animals allowed), selfie sticks, backpacks, and oversized bags, food and beverage sourced from outside of the Harken Hall venue, firearms or weapons of any kind, or any illegal substance.


31. SMOKING POLICY: Harken Hall premises are smoke-free and vape-free, including all buildings and venue areas. Smoking or vaping legal substances is permitted only in the Garden Area outside of the Main Hall in the area designated for smoking. Ticket holders who violate this policy may be subject to removal without refund.  Please note, the Garden Area may not be open due to weather conditions or other reasons.


32. WAIVER AND RELEASE-SPLINTERS: Each Ticket holder or other individual entering Harken Hall premises (including without limitation the venue) (individually and collectively, “HH Premises”), understands and agrees that: HH Premises is constructed of, among other things, various forms or types of wooden materials and that such wooden materials have a ubiquitous presence on or about HH Premises and that, wood, by its nature or by alteration (and whether finished, unfinished, reclaimed, rough sawn, or the like) at any time splits, protrudes, separates, dislodges, breaks off, or splinters and thereby produces shards or projections with sharp, serrated, or dull points, edges, or surfaces, and the like, which can separate from their form, origin, or location (individually and collectively, “Splinters”), which Splinters vary widely in size and detectability, and which Splinters are capable of causing physical, bodily, or psychological harm if they pierce or otherwise come into contact with a human being, an animal, or property (e.g., clothing, accessories, equipment, and the like). Although we have taken reasonable precautions against the presence of Splinters on or about HH Premises, we cannot guarantee that no such Splinters exist at any time on or about HH Premises, or that any such Splinters are harmless or unlikely to cause any type of harm to any individual, animal, or property. Knowing and understanding that Splinters exist at HH Premises, and knowing and understanding the associated risks related to Splinters, each Ticket holder or other individual has nevertheless chosen to enter or otherwise stay upon the HH Premises. Therefore, as partial consideration for entry upon or in relation to HH Premises, each Ticket holder or other individual does hereby release us and our parent, affiliate, and subsidiary companies and designees (“Covered Party” or “Covered Parties”) from liability and waives any right to sue Covered Parties under any legal theory or claim, including claims of negligence, resulting from any physical injury, illness (including death), pain, suffering, disfigurement, temporary or permanent disability, property damage, psychological injury, or economic loss the Ticket holder or such other individual may suffer related to Splinters or which may result from Splinters existing on or about the premises, including the venue. Each Ticket holder or other such individual assumes all such Splinters-related risks, whether known or unknown to us or other Covered Party.


33. CONTACT US: In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:

Barn Operating, LLC

530 Madison Station Blvd.

Madison, TN 37115

United States