IMPORTANT NOTICE

These Partners Terms and Conditions ("Partner Terms") govern access to and use of Nextkt's white-label, hosted storefront and Partner API programme by venues, promoters, organizers, brands, agencies, software companies, resellers, integrators and other commercial partners.

These Partner Terms are a business-to-business agreement. They are intended to allocate commercial, operational, legal, fraud, payment, chargeback, refund, tax, consumer and technology risk between Nextkt and the Partner.

Nextkt is a ticketing technology provider and, where applicable, a limited payment collection or payment-facilitation agent. Nextkt does not organize, produce, manage, operate or guarantee a Partner's Event, and is not the merchant of record, seller, retailer, promoter, venue operator, event producer or refund obligor for Partner sales unless a separate written agreement signed by Nextkt expressly states otherwise.

To the maximum extent permitted by applicable law, the Partner bears full legal and financial responsibility for every Transaction, Event, Buyer-facing promise, refund, chargeback, reversal, tax, fee, claim, fine, penalty, dispute, regulatory issue and other liability arising from or connected with the Partner's organization, catalog, sales, staff, systems or Buyers.

Nextkt may process, route, receive, temporarily hold, reserve, delay, offset, refund, reverse, settle or otherwise administer funds through approved payment providers or banking channels. Doing so does not make Nextkt the seller of the Ticket or responsible for the underlying Event.

These Partner Terms should be read together with:

General Terms and Conditions;
Privacy Policy;
Cookies Policy;
Refund Policy;
Ticket Sales and Purchase Policy;
Loyalty Program Terms & Conditions;
Payment Processing Terms;
API Usage and Developer Terms;
Organizer Agreement, where applicable;
Event-specific terms;
any Data Processing Agreement;
any Order Form, Commercial Schedule, Settlement Schedule or signed Partner Agreement;
Payment Provider terms, including applicable card-network, wallet, bank-transfer and payment-scheme rules.

If these Partner Terms conflict with buyer-facing Nextkt policies on the allocation of responsibility between Nextkt and the Partner, these Partner Terms prevail as between Nextkt and the Partner.

If these Partner Terms conflict with the API Usage and Developer Terms, these Partner Terms prevail on financial liability, payment responsibility, indemnity, dispute allocation and commercial risk; the API Usage and Developer Terms prevail on technical API-use requirements unless a signed agreement states otherwise.

These Partner Terms are a commercial draft and should be reviewed by qualified legal counsel before production use, especially in relation to Singapore payment regulation, consumer law, privacy law and any country where the Partner sells Tickets or receives funds.

By applying for access, creating an app, using a Partner API key, using the Admin Console, enabling a Hosted Site, selling Tickets through Nextkt, receiving a payout, or otherwise using the Partner programme, the Partner agrees to these Partner Terms.

Definitions
Acceptance and authority
The two integration models
Nature of the relationship
Model 1 — Partner API
Model 2 — Hosted branded site
One platform and one source of truth
Partner eligibility, verification and continuing due diligence
Events, rights and authority to sell
Partner responsibility for all Transactions
Payments and limited collection role
Payouts and settlement
Reserves, holds, delayed settlement and rolling reserves
Set-off, deductions and negative balances
Refunds, reversals and Buyer remedies
Chargebacks, disputes, retrievals and scheme losses
Fraud, scams, fake Events and abusive Transactions
Transaction monitoring and risk controls
Right to cancel, refund, reverse or block Transactions
Taxes, withholding and regulatory charges
Buyer claims and customer support
Event cancellation, postponement and non-performance
Partner content, pricing and inventory
Prohibited Events, products and activities
Misrepresentation and unfair practices
Credentials, staff and account security
Model 1 infrastructure responsibility
Model 2 Hosted Site responsibility
Personal Data and customer information
Database, platform data and data rights
Marketing and Buyer communications
Security incidents and breach notification
Audit, records and evidence preservation
Compliance with laws and payment rules
Sanctions, AML, anti-bribery and restricted parties
Third-party providers
Platform fees, Partner costs and taxes on fees
Service availability and maintenance
Changes to the Platform and programme
Intellectual property
Confidentiality
No reliance and no professional advice
Warranties by the Partner
Disclaimers by Nextkt
Indemnity
Limitation of liability
Suspension, restriction and emergency action
Termination
Consequences of termination
Survival and continuing liabilities
Insurance
Assignment and subcontracting
Notices
Governing law and disputes
Miscellaneous
Contact

1. DEFINITIONS

In these Partner Terms:

"Admin Console" means the Nextkt organizer, operator or merchant-facing console used to manage Events, inventory, pricing, discounts, team access, sales, reports, Partner apps and related settings.

"API Usage Terms" means the Nextkt API Usage and Developer Terms applicable to Model 1 and to any Partner receiving API credentials.

"Buyer" means any person who browses, registers, checks out, pays for, receives, holds, transfers or uses a Ticket or other item in connection with the Partner.

"Chargeback" includes any chargeback, payment dispute, retrieval request, pre-arbitration, arbitration, reversal, card-network claim, wallet dispute, bank-transfer recall or similar payment challenge.

"Event" means any concert, festival, club night, conference, exhibition, performance, attraction, sporting event, private event, table booking, package, hospitality experience or other activity listed, sold or managed through the Partner's organization.

"Hosted Site" means a branded storefront hosted by Nextkt on a Nextkt-controlled hostname, typically a subdomain such as yourbrand.nextkt.com, under Model 2.

"Nextkt", "Platform", "we", "us" or "our" means Kisum Pte. Ltd. operating the Nextkt ticketing platform and related services.

"Nextkt Domains" means domains and hostnames owned or controlled by Nextkt, including nextkt.com, partners.nextkt.com, developers.nextkt.com, Admin hosts and Hosted Site subdomains.

"Partner", "you" or "your" means the company, organization, individual or other legal person approved to use the Partner programme, including its owners, directors, officers, employees, contractors, agents, affiliates, representatives and anyone acting through its account.

"Partner Application" means any website, mobile app, backend, server, checkout, payment page, middleware, integration, CDN, domain or other system built, hosted, operated or controlled by the Partner or its vendors.

"Partner API" means the Partner-facing Nextkt API made available principally through partners.nextkt.com.

"Partner Data" means business data submitted by or on behalf of the Partner, excluding Nextkt software, system logs, platform-generated metadata, aggregated data, de-identified data and data independently obtained by Nextkt.

"Payment Provider" means any bank, acquirer, card network, wallet provider, payment gateway, payment processor, fraud provider, settlement provider or other third party involved in a Transaction.

"Reserve" means any amount withheld, retained or set aside against future or existing Partner liabilities.

"Ticket" means any ticket, registration, QR code, barcode, pass, wristband, credential, reservation, booking, table allocation, digital token or other evidence of entitlement or permission supplied through the Platform.

"Transaction" means any authorization, payment, capture, sale, reservation, hold, settlement, payout, Ticket issuance, refund, reversal, Chargeback, dispute, adjustment, loyalty redemption or other financial or ticketing action processed through or recorded in the Partner's organization.

2. ACCEPTANCE AND AUTHORITY

These Partner Terms apply when the Partner:

applies for or receives Partner access;
creates, uses or controls a Partner app;
receives or uses API credentials;
accesses the Admin Console;
enables or uses a Hosted Site;
lists or sells an Event through Nextkt;
receives or becomes entitled to receive Transaction proceeds; or
otherwise uses Nextkt under a white-label, API, hosted or partner arrangement.

The person accepting these Partner Terms represents and warrants that:

they are legally capable of binding the Partner;
the Partner is validly existing and authorized to conduct its business;
all registration, ownership, tax, banking and contact information supplied to Nextkt is true, complete and current;
all beneficial owners, directors and controlling persons have been truthfully disclosed where requested.

Nextkt may require additional written acceptance, identity verification or an Order Form at any time.

3. THE TWO INTEGRATION MODELS

Nextkt offers two principal white-label models.

	Model 1 — Partner API	Model 2 — Hosted branded site
Buyer-facing domain	Partner's own domain or app	Nextkt-controlled branded subdomain
Buyer UI built by	Partner	Nextkt
Buyer UI hosted by	Partner	Nextkt
Core ticketing engine	Nextkt	Nextkt
Ticketing database	Nextkt	Nextkt
Event catalog source	Nextkt Admin	Nextkt Admin
Partner legal responsibility for sales	Partner	Partner
Partner financial responsibility for sales	Partner	Partner

The Partner may use one or both models if approved.

Using a Hosted Site does not make Nextkt the Organizer or seller.

Using the Partner API does not transfer any responsibility for the Partner Application to Nextkt.

4. NATURE OF THE RELATIONSHIP

Nextkt provides technology that allows the Partner to list, manage, sell, issue and administer Tickets and related items.

Unless a separate signed agreement expressly states otherwise:

the Partner is the Event Organizer, seller or commercially responsible party;
Nextkt is not the merchant of record;
Nextkt is not the promoter, venue, producer, artist, performer or rights holder;
Nextkt does not guarantee Event delivery, quality, safety, legality or admission;
no partnership, joint venture, agency of general authority, fiduciary relationship or employment relationship is created.

Where Nextkt receives or administers Buyer funds, it does so only in the limited role required to facilitate the Partner's Transactions and settlement.

5. MODEL 1 — PARTNER API

Model 1 is a headless integration in which the Partner uses its own website, app, domain or software and connects to Nextkt through the Partner API.

Nextkt is responsible only for the Nextkt-operated API and related services on Nextkt Domains, subject to these Partner Terms.

The Partner is responsible for the entire Partner Application and everything occurring on infrastructure, code, domains, systems or services not operated by Nextkt.

The Partner must also comply with the API Usage Terms.

6. MODEL 2 — HOSTED BRANDED SITE

Model 2 is a branded storefront hosted by Nextkt on a Nextkt-controlled hostname.

Nextkt is responsible for ordinary hosting and operation of the Hosted Site software.

The Partner remains fully responsible for:

the Event;
pricing;
inventory;
Buyer-facing statements;
legal disclosures;
refund obligations;
Chargebacks;
taxes;
licenses;
event delivery;
customer claims;
content and branding supplied by the Partner.

Hosting by Nextkt does not transfer merchant, organizer or refund liability to Nextkt.

7. ONE PLATFORM AND ONE SOURCE OF TRUTH

Both models use the same Nextkt ticketing engine, tenant records and transaction infrastructure.

Unless Nextkt expressly enables otherwise, Events, ticket tiers, discounts, seat maps, venues and primary inventory records must be created and managed through Nextkt's approved administrative workflows.

The Partner must not create shadow inventories, duplicate sale ledgers or alternative transaction records that can cause inconsistent availability, overselling, duplicate Tickets, double refunds or conflicting settlement records.

Nextkt's system records will be treated as the authoritative operational record for Transactions processed through Nextkt, except where the Partner proves a clear system error with reliable evidence.

8. PARTNER ELIGIBILITY, VERIFICATION AND CONTINUING DUE DILIGENCE

Nextkt may require, before or after activation:

company registration documents;
beneficial ownership details;
director identification;
tax numbers;
bank-account verification;
proof of address;
proof of venue rights;
proof of event rights;
artist or promoter authorization;
licenses or permits;
expected sales volumes;
refund history;
prior processor history;
financial statements;
source-of-funds information;
other KYC, KYB, AML, sanctions or risk information.

The Partner must provide requested information promptly.

Nextkt may reject, restrict, suspend or terminate the Partner if information is incomplete, inconsistent, unverifiable, misleading, expired or suggests elevated risk.

Verification by Nextkt does not constitute approval of the Event or a warranty that the Partner is lawful, solvent, reputable or able to perform.

9. EVENTS, RIGHTS AND AUTHORITY TO SELL

The Partner represents and warrants for every Event that it has all rights, approvals, permissions, contracts, licenses, venue rights, artist rights and authority necessary to offer and sell the Tickets and fulfil every Buyer-facing promise.

On request, the Partner must provide evidence including:

executed venue agreements;
artist or agent confirmations;
licenses and permits;
insurance;
production agreements;
local authority approvals;
capacity documentation;
age restrictions;
safety approvals;
rights-holder permissions.

Nextkt may stop sales or suspend settlement until satisfactory evidence is provided.

10. PARTNER RESPONSIBILITY FOR ALL TRANSACTIONS

To the maximum extent permitted by law, the Partner is solely responsible for all legal and financial consequences of Transactions in its organization, including:

refunds;
Chargebacks;
card-network losses;
bank-transfer recalls;
wallet disputes;
taxes;
fines;
penalties;
Buyer compensation;
event failure;
non-delivery;
misleading advertising;
unauthorized sales;
duplicate sales;
inventory mistakes;
pricing mistakes;
fraudulent sales;
actions by staff, agents or contractors;
misuse of Partner credentials;
liabilities arising after termination.

Nextkt's provision of infrastructure does not reduce these responsibilities.

11. PAYMENTS AND LIMITED COLLECTION ROLE

Where enabled, the Partner authorizes Nextkt and its Payment Providers to:

present payment methods;
submit payment instructions;
collect or receive Buyer funds for the Partner;
perform verification, fraud screening and risk checks;
deduct fees and costs;
hold or reserve funds;
process or initiate refunds;
respond to Chargebacks and payment disputes;
delay or restrict payout;
settle net proceeds to the Partner;
reverse or correct Transactions;
comply with Payment Provider or legal requirements.

Any Buyer payment collected through the Platform may be treated as payment to the Partner for the underlying purchase once successfully received, subject to applicable payment rules.

The Partner acknowledges that funds may be held by a Payment Provider, bank or other regulated entity rather than by Nextkt directly.

Nothing in these Partner Terms requires Nextkt to provide regulated payment services beyond what Nextkt is legally entitled to provide.

12. PAYOUTS AND SETTLEMENT

No payout is final until Nextkt and its Payment Providers have completed relevant settlement, risk, fraud, Chargeback and compliance checks.

Payout may be conditioned on:

successful receipt of funds;
payment-provider settlement;
verification of the Partner;
deduction of fees;
deduction of refunds;
deduction of Chargebacks;
deduction of taxes;
deduction of reserves;
deduction of fines or penalties;
event completion;
expiry of a risk period;
receipt of requested evidence;
no material dispute or suspected fraud.

Nextkt may establish different payout schedules by Partner, Event, country, currency, payment method, sales volume or risk profile.

Nextkt may change a payout schedule where reasonably necessary to address risk, provider requirements or legal obligations.

A displayed or estimated payout date is not a guarantee.

13. RESERVES, HOLDS, DELAYED SETTLEMENT AND ROLLING RESERVES

Nextkt may establish, increase, reduce, maintain or release a Reserve where permitted by law.

A Reserve may be fixed, rolling, percentage-based, Event-based, time-based or otherwise structured.

A Reserve may cover actual or potential:

refunds;
Chargebacks;
reversals;
payment recalls;
cancellation risk;
postponement risk;
non-performance risk;
suspected fraud;
Buyer claims;
fines;
penalties;
taxes;
legal costs;
investigation costs;
payment-provider losses;
negative balances;
unpaid Platform Fees;
any other amount the Partner may owe.

Nextkt may delay settlement until after an Event or until Nextkt reasonably believes the risk of refund, Chargeback, fraud or non-performance has reduced.

The Partner is not entitled to interest on reserved or delayed amounts unless mandatory law requires otherwise.

14. SET-OFF, DEDUCTIONS AND NEGATIVE BALANCES

Nextkt may set off any amount the Partner owes against any current or future amount otherwise payable to the Partner.

This includes amounts owed in connection with:

other Events;
other currencies;
other Partner accounts under common control;
refunds;
Chargebacks;
fraud losses;
Payment Provider deductions;
legal fees;
investigation costs;
Platform Fees;
penalties;
taxes;
indemnity claims.

If the Partner's account becomes negative, the Partner must reimburse Nextkt on demand.

Nextkt may debit an authorized payment method or request bank transfer where agreed or legally permitted.

Failure to cure a negative balance may result in suspension, collection action and recovery costs.

15. REFUNDS, REVERSALS AND BUYER REMEDIES

The Partner is responsible for funding all refunds, credits, exchanges, compensation and Buyer remedies relating to its sales, except to the extent mandatory law places liability directly on Nextkt.

Nextkt may provide tools to process refunds. A refund tool does not shift liability to Nextkt.

Nextkt may process or require a refund without prior Partner approval where Nextkt reasonably believes it is necessary to:

comply with law;
comply with Payment Provider or card-network rules;
reduce Buyer harm;
address clear non-delivery;
address a cancelled Event;
mitigate fraud or Chargeback exposure;
correct a duplicate or erroneous Transaction;
protect Nextkt or a Payment Provider.

Any such refund may be deducted from amounts otherwise payable to the Partner or charged against the Partner's Reserve or negative balance.

16. CHARGEBACKS, DISPUTES, RETRIEVALS AND SCHEME LOSSES

The Partner is responsible for all Chargebacks and related losses connected with its Transactions.

This includes:

disputed principal amounts;
retrieval fees;
Chargeback fees;
arbitration fees;
scheme assessments;
excessive-dispute monitoring fees;
fraud-monitoring fees;
processor penalties;
network fines;
currency differences;
administrative costs;
legal costs.

The Partner must provide requested evidence within the deadline specified by Nextkt.

Nextkt may decide whether and how to contest a Chargeback.

Nextkt does not guarantee that any dispute will be won.

Failure to provide evidence may result in automatic acceptance of the Chargeback and deduction from the Partner.

17. FRAUD, SCAMS, FAKE EVENTS AND ABUSIVE TRANSACTIONS

The Partner must not use Nextkt for or in connection with:

fake or fictitious Events;
Events the Partner has no right to sell;
fabricated artist appearances;
fabricated venue bookings;
unauthorized resale;
card testing;
account testing;
laundering or layering funds;
circular payments;
self-purchases intended to manufacture turnover;
manufactured or sham sales;
artificial sales-volume inflation;
collusive refunds;
friendly fraud;
stolen cards or payment credentials;
ticket scams;
false charity claims;
pyramid or investment schemes;
unlawful gambling;
prohibited goods or services;
sanctions evasion;
tax evasion;
deceptive pricing;
misleading scarcity;
false capacity claims;
impersonation;
use of another company's identity or bank account without authority.

The Partner is responsible for fraud committed by its owners, staff, contractors, promoters, sub-promoters, resellers, affiliates or any person operating through its account or credentials.

18. TRANSACTION MONITORING AND RISK CONTROLS

Nextkt may monitor Transactions, Event patterns, device signals, Buyer behavior, payout activity and account activity for fraud, abuse, security and compliance purposes.

Nextkt may use manual or automated risk controls.

Nextkt may:

block a Transaction;
require authentication;
require identity verification;
impose velocity limits;
reduce sale limits;
restrict payment methods;
delay Ticket issuance;
delay settlement;
require additional documents;
require a Reserve;
stop sales;
disable an Event;
disable a Partner app;
suspend an account.

Nextkt is not required to disclose its fraud rules, thresholds, models or internal risk signals.

19. RIGHT TO CANCEL, REFUND, REVERSE OR BLOCK TRANSACTIONS

Where reasonably necessary to protect Buyers, Nextkt, Payment Providers or the payment ecosystem, Nextkt may cancel, void, reverse, refund, suspend or block Transactions.

Nextkt may also invalidate Tickets where the underlying payment is reversed, fraudulent, unauthorized, duplicated or unpaid.

Nextkt may take these actions before consulting the Partner if delay could increase risk.

The Partner remains liable for the financial consequences of such actions unless the issue was caused solely by Nextkt's proven intentional misconduct or gross negligence to the extent liability cannot lawfully be excluded.

20. TAXES, WITHHOLDING AND REGULATORY CHARGES

The Partner is solely responsible for determining, collecting, reporting and paying all taxes, duties, levies, entertainment taxes, VAT, GST, sales taxes, withholding taxes and similar charges arising from the Partner's Events and sales, except taxes imposed on Nextkt's own net income.

Nextkt may calculate, display, collect or deduct taxes where required or configured, but this does not make Nextkt responsible for the Partner's tax position.

Nextkt may withhold amounts where required by law.

The Partner must provide tax documentation requested by Nextkt.

21. BUYER CLAIMS AND CUSTOMER SUPPORT

The Partner is responsible for Buyer-facing support concerning:

Event details;
Event quality;
admission;
venue rules;
cancellation;
postponement;
lineup changes;
seating;
accessibility;
performance;
refund eligibility;
organizer promises;
fulfillment.

Nextkt may provide support tools or first-line assistance, but doing so does not transfer liability.

If Nextkt handles a Buyer complaint, the Partner must cooperate and provide accurate information promptly.

22. EVENT CANCELLATION, POSTPONEMENT AND NON-PERFORMANCE

If an Event is cancelled, postponed, materially changed, abandoned or not delivered, the Partner must immediately notify Nextkt.

Nextkt may:

stop sales;
notify Buyers;
freeze payouts;
increase Reserves;
process refunds;
disable Tickets;
require a remediation plan;
require additional funding.

The Partner remains responsible for all Buyer and payment consequences.

23. PARTNER CONTENT, PRICING AND INVENTORY

The Partner is responsible for the accuracy, legality and completeness of all content and settings it controls, including:

Event names;
dates and times;
venues;
artists and lineups;
Ticket categories;
prices;
taxes;
fees;
inventory;
capacities;
seating;
age restrictions;
refund statements;
inclusions;
promotions;
images;
trademarks;
terms.

Nextkt is not required to independently verify this information.

Partner errors do not create liability for Nextkt.

24. PROHIBITED EVENTS, PRODUCTS AND ACTIVITIES

Nextkt may prohibit or remove any Event, product or activity that it considers unlawful, deceptive, unsafe, restricted, high-risk or incompatible with Payment Provider rules.

This may include:

unlawful Events;
Events without required permits;
fraudulent Events;
counterfeit goods;
unlawful weapons activity;
illegal drugs;
human trafficking or exploitation;
extremist or terrorist fundraising;
unlicensed gambling;
sanctions violations;
infringing content;
deceptive charity fundraising;
adult or restricted activity prohibited by a Payment Provider;
any category prohibited by law or payment rules.

Nextkt may refuse service without being required to disclose confidential risk criteria.

25. MISREPRESENTATION AND UNFAIR PRACTICES

The Partner must not:

falsely state that Nextkt organizes, guarantees or endorses the Event;
represent Nextkt as the merchant of record unless expressly agreed;
hide mandatory fees;
misstate refund rights;
create false scarcity;
use deceptive countdowns;
misrepresent lineup or venue;
claim a Ticket is official without authority;
falsely imply affiliation with an artist, venue, brand or rights holder;
manipulate reviews or sales indicators;
use dark patterns prohibited by law.

26. CREDENTIALS, STAFF AND ACCOUNT SECURITY

The Partner is responsible for all activity performed through its:

Admin accounts;
API keys;
tokens;
webhooks;
staff credentials;
devices;
connected systems.

The Partner must maintain appropriate access controls, least privilege, MFA where available and prompt deactivation of former staff.

The Partner must notify Nextkt immediately of suspected compromise.

Nextkt may treat activity performed with valid Partner credentials as authorized unless Nextkt had prior notice of compromise.

27. MODEL 1 INFRASTRUCTURE RESPONSIBILITY

Under Model 1, the Partner is fully responsible for:

frontend code;
backend code operated by the Partner;
domains;
DNS;
TLS;
CDN;
cloud infrastructure;
deployment;
security;
logging;
monitoring;
backups;
privacy notices;
cookie compliance;
PCI obligations applicable to the Partner;
third-party scripts;
analytics;
support;
vendors;
mobile apps;
accessibility;
uptime of Partner-controlled systems.

An outage, vulnerability, compromise or implementation defect in the Partner Application is the Partner's responsibility.

28. MODEL 2 HOSTED SITE RESPONSIBILITY

Under Model 2, Nextkt operates the Hosted Site software and hosting on Nextkt Domains.

The Partner remains responsible for everything supplied, configured or commercially promised by the Partner.

Nextkt may change technical hosting architecture, CDN, infrastructure, software components or deployment method without Partner approval where functionality remains materially equivalent.

No dedicated infrastructure, uptime commitment or custom SLA applies unless agreed separately.

29. PERSONAL DATA AND CUSTOMER INFORMATION

Each party must comply with applicable privacy and data-protection law.

Depending on the processing activity, Nextkt and the Partner may act as independent controllers, controller and processor, or equivalent legal roles.

Under Model 1, the Partner is responsible for Personal Data collected independently through the Partner Application and must maintain its own lawful privacy disclosures and legal basis.

The Partner must not instruct Nextkt to process Personal Data unlawfully.

The Partner must use Buyer data obtained through Nextkt only for legitimate Event, customer-service, legal, transactional or consented marketing purposes.

The Partner must not sell Personal Data or use it for unrelated profiling where prohibited by law or Nextkt policy.

30. DATABASE, PLATFORM DATA AND DATA RIGHTS

Nextkt owns and retains all rights in:

the Nextkt database architecture;
schemas;
software;
APIs;
system records;
platform configuration;
operational metadata;
security logs;
fraud signals;
audit trails;
derived analytics;
aggregated data;
de-identified data;
platform-generated identifiers.

The Partner retains its rights in Partner Data and its customer relationships, subject to these Partner Terms and applicable privacy law.

Personal Data is not treated as ordinary property where applicable law gives individuals statutory rights in relation to that data.

Nextkt may retain Transaction and compliance records for legal, fraud, security, accounting, tax, dispute and audit purposes after termination.

The Partner has no right to demand deletion of records Nextkt is legally or operationally required to retain.

31. MARKETING AND BUYER COMMUNICATIONS

The Partner is responsible for the legality of marketing it initiates.

The Partner must honor consent, opt-out and anti-spam requirements.

Nextkt may send transactional, security, service, fraud, refund or legal communications to Buyers where reasonably necessary to operate the Platform or protect Buyers.

32. SECURITY INCIDENTS AND BREACH NOTIFICATION

The Partner must notify Nextkt without undue delay and, where possible, within 24 hours after becoming aware of:

compromised API keys;
compromised Admin accounts;
Buyer-data exposure;
malicious code;
credential theft;
payment-data exposure;
unauthorized system access;
incidents likely to affect Nextkt.

The Partner must cooperate with investigation, containment and remediation.

The Partner must not make public statements attributing fault to Nextkt without a reasonable factual basis.

33. AUDIT, RECORDS AND EVIDENCE PRESERVATION

The Partner must maintain complete and accurate records sufficient to establish:

its right to sell;
Event legitimacy;
Buyer fulfillment;
refunds;
communications;
venue rights;
artist rights;
permits;
tax compliance;
customer-service actions;
fraud controls.

The Partner must preserve relevant evidence during any dispute, investigation, Chargeback or legal proceeding.

Nextkt may request records reasonably necessary for risk, compliance, settlement or dispute handling.

Where serious fraud, repeated Chargebacks, sanctions risk or material breach is suspected, Nextkt may require an independent audit at the Partner's cost where permitted by law.

34. COMPLIANCE WITH LAWS AND PAYMENT RULES

The Partner must comply with all laws, regulations, card-network rules, Payment Provider terms and industry requirements applicable to its business and Transactions.

If a Payment Provider imposes a requirement on Nextkt because of the Partner, the Partner must comply with any corresponding instruction reasonably passed through by Nextkt.

35. SANCTIONS, AML, ANTI-BRIBERY AND RESTRICTED PARTIES

The Partner represents and warrants that neither it nor, to its knowledge, its controlling persons are prohibited or sanctioned persons where doing business would be unlawful.

The Partner must not use Nextkt to evade sanctions, conceal beneficial ownership, launder money, finance prohibited activity or facilitate bribery or corruption.

Nextkt may freeze or restrict activity while performing compliance review.

Nextkt may report activity where required or permitted by law.

36. THIRD-PARTY PROVIDERS

Nextkt may rely on Payment Providers, hosting providers, cloud providers, email providers, SMS providers, identity vendors, analytics vendors and other third parties.

Nextkt is not responsible for third-party outages, declines, rule changes, service restrictions or decisions beyond Nextkt's reasonable control.

The Partner must comply with third-party terms where they apply to the Partner.

37. PLATFORM FEES, PARTNER COSTS AND TAXES ON FEES

Fees are as shown in Admin, agreed in an Order Form or otherwise agreed in writing.

Nextkt may deduct amounts due from settlement.

Under Model 1, the Partner bears all costs of the Partner Application.

Under Model 2, Nextkt bears ordinary hosting cost of the Hosted Site unless a separate commercial agreement states otherwise.

The Partner is responsible for taxes on fees it pays to Nextkt, excluding taxes imposed on Nextkt's own net income.

38. SERVICE AVAILABILITY AND MAINTENANCE

Nextkt will use reasonable efforts to operate Nextkt-controlled services.

Nextkt does not guarantee uninterrupted or error-free service.

Maintenance, emergency patches, provider outages, internet failures, DDoS events, DNS incidents, cloud failures, payment outages and force majeure may interrupt availability.

No uptime, latency, recovery-time or support-response SLA applies unless signed separately.

39. CHANGES TO THE PLATFORM AND PROGRAMME

Nextkt may modify, replace, improve, restrict or discontinue features.

Where a change materially affects a live Partner integration, Nextkt will use commercially reasonable efforts to provide notice where practicable, but emergency security, legal or provider-driven changes may occur immediately.

40. INTELLECTUAL PROPERTY

Nextkt owns all rights in:

the Platform;
APIs;
Hosted Site software;
Admin Console;
developer documentation;
software;
designs;
schemas;
workflows;
trademarks;
platform technology.

The Partner retains rights in its own brand and content.

The Partner grants Nextkt a worldwide, non-exclusive, royalty-free license to host, copy, display, process and transmit Partner content as necessary to operate the services.

41. CONFIDENTIALITY

Each party must protect confidential information received from the other.

The Partner must treat API credentials, non-public documentation, fraud controls, pricing, security information and non-public Nextkt system information as confidential.

Confidentiality obligations do not apply to information that is public through no breach, lawfully known, independently developed or lawfully received from a third party.

Disclosure required by law is permitted subject to reasonable notice where lawful.

42. NO RELIANCE AND NO PROFESSIONAL ADVICE

Nextkt does not provide legal, tax, accounting, licensing, insurance, security or regulatory advice.

The Partner must obtain its own professional advice.

Platform settings, tax tools, fraud tools and documentation are operational tools and not professional advice.

43. WARRANTIES BY THE PARTNER

The Partner represents and warrants that:

it has authority to enter these Partner Terms;
its information is accurate;
it has the legal right to sell every Event;
its content is lawful and non-infringing;
it will comply with applicable law;
it will honor valid Buyer obligations;
it will fund refunds and Chargebacks;
it will not use Nextkt for fraud or laundering;
it will maintain appropriate security;
it will cooperate with reasonable risk and compliance requests.

These warranties are continuing warranties.

44. DISCLAIMERS BY NEXTKT

To the maximum extent permitted by law, the Platform is provided on an "as is" and "as available" basis.

Nextkt disclaims implied warranties of merchantability, fitness for a particular purpose, non-infringement and uninterrupted availability to the extent permitted by law.

Nextkt does not warrant:

Event success;
ticket demand;
profitability;
conversion rate;
payout timing;
absence of Chargebacks;
fraud prevention effectiveness;
third-party provider performance;
Partner implementation quality;
regulatory suitability for a Partner's specific business.

45. INDEMNITY

To the maximum extent permitted by law, the Partner will indemnify, defend and hold harmless Kisum Pte. Ltd., Nextkt, their affiliates, officers, directors, employees, contractors and service providers from all claims, losses, liabilities, damages, fines, penalties, assessments, Chargebacks, refunds, costs and expenses, including reasonable legal and professional fees, arising out of or relating to:

any Event;
any Transaction;
any refund or Chargeback;
Buyer claims;
event cancellation, postponement or non-performance;
fraud, scam or abusive activity connected with the Partner;
the Partner Application;
Partner content or branding;
infringement claims;
taxes;
permits or licenses;
sanctions, AML or regulatory issues;
misuse of Personal Data;
a Partner security incident;
staff or contractor misconduct;
breach of these Partner Terms;
breach of law;
amounts Nextkt must pay to a Payment Provider because of the Partner;
investigation, collection or enforcement costs arising from the Partner's breach.

Nextkt may assume control of the defense of any claim at the Partner's cost where Nextkt reasonably considers it necessary.

The Partner must not settle any claim in a way that admits fault by Nextkt or imposes obligations on Nextkt without Nextkt's written consent.

46. LIMITATION OF LIABILITY

To the maximum extent permitted by law:

Nextkt is not liable for indirect, incidental, special, punitive, exemplary or consequential damages;
Nextkt is not liable for lost profits, lost sales, loss of opportunity, loss of goodwill, loss of reputation, lost data or business interruption;
Nextkt is not liable for Event failure, refunds, Chargebacks, Buyer claims, Partner fraud, Partner systems, or third-party provider failures;
Nextkt is not liable for lawful reserves, payout delays, set-offs, transaction blocks or compliance actions taken under these Partner Terms.

Except for liability that cannot lawfully be limited, Nextkt's aggregate liability arising from or relating to these Partner Terms will not exceed the greater of:

the Partner fees actually paid to Nextkt for Partner API or white-label access during the three months immediately preceding the event giving rise to the claim; or
SGD 100 if no such Partner access fees were paid.

Nothing excludes liability that cannot be excluded under applicable law.

47. SUSPENSION, RESTRICTION AND EMERGENCY ACTION

Nextkt may immediately suspend, restrict or disable:

a Partner account;
a Hosted Site;
an Event;
payouts;
refunds;
API keys;
apps;
payment methods;
Ticket issuance;
sales;
Admin access;

where Nextkt reasonably believes there is:

fraud;
a fake Event;
material Buyer risk;
security risk;
sanctions risk;
regulatory risk;
excessive Chargebacks;
inability to fund refunds;
misleading information;
non-cooperation;
breach of these Partner Terms;
instruction from a Payment Provider or authority.

Nextkt may act without advance notice where delay could increase harm or risk.

48. TERMINATION

Nextkt may terminate the Partner relationship immediately for material breach, fraud, unlawful activity, insolvency, sanctions risk, repeated Chargebacks, security compromise, false information, non-payment or serious reputational risk.

The Partner may stop using the services subject to outstanding liabilities.

Termination does not require Nextkt to release funds that remain subject to Reserve, Chargeback, refund or legal risk.

49. CONSEQUENCES OF TERMINATION

Following termination, Nextkt may:

stop new sales;
disable apps and API keys;
disable Hosted Sites;
preserve records;
continue handling existing Tickets;
process refunds;
respond to Chargebacks;
retain Reserves;
offset liabilities;
collect negative balances;
communicate with Buyers where reasonably necessary.

The Partner remains responsible for all pre-termination Transactions and all later claims arising from them.

50. SURVIVAL AND CONTINUING LIABILITIES

Sections concerning payments, refunds, Chargebacks, Reserves, set-off, taxes, data retention, confidentiality, indemnity, liability, disputes, records and any obligations intended by their nature to survive will continue after termination.

51. INSURANCE

Nextkt may require the Partner to maintain appropriate insurance, including public liability, event cancellation, cyber, professional indemnity or other coverage reasonably appropriate to the Partner's business.

Failure to maintain required insurance may result in suspension.

52. ASSIGNMENT AND SUBCONTRACTING

The Partner may not assign or transfer these Partner Terms without Nextkt's prior written consent.

Nextkt may assign these Partner Terms to an affiliate, successor, acquirer or purchaser of substantially all relevant business or assets.

Nextkt may use subcontractors and service providers.

53. NOTICES

Nextkt may provide notices by:

email to the registered Partner contact;
Admin Console notice;
developer portal notice;
website notice;
other reasonable electronic method.

The Partner must keep contact details current.

54. GOVERNING LAW AND DISPUTES

These Partner Terms are governed by the laws of Singapore, without regard to conflict-of-law principles.

The courts of Singapore have exclusive jurisdiction, except that Nextkt may seek urgent, protective, injunctive, recovery or enforcement relief in any jurisdiction where necessary to protect its systems, rights, funds or interests.

55. MISCELLANEOUS

If any provision is unenforceable, the remaining provisions remain effective.

Failure to enforce a provision is not a waiver.

Headings are for convenience only.

"including" means "including without limitation".

A signed written agreement prevails only to the extent it expressly conflicts with these Partner Terms.

The English version controls unless mandatory law requires otherwise.

These Partner Terms, together with incorporated documents and any signed commercial schedule, form the agreement between Nextkt and the Partner concerning the Partner programme.

56. CONTACT

Kisum Pte. Ltd. / Nextkt
Support: support@nextkt.com
Website: https://www.nextkt.com
Partner API: https://partners.nextkt.com
Developer Documentation: https://developers.nextkt.com

END OF DOCUMENT

Questions? Visit the Help Center or contact us.

Partners Terms & Conditions