NIGHTHUB TERMS OF SERVICE

Date of Last Revision: January 1, 2015
Welcome to NightHub!

NightHub, Inc. ("NightHub", "we", "us", "our") provides its services (described below) to you through its website located at www.nighthub.com (the "Site") and through its mobile applications and related services (collectively, such services, including any new features and applications, and the Site, the "Service(s)"), subject to the following Terms of Service (as amended from time to time, the "Terms of Service"). We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time without further notice. You should periodically visit this page to review the current Terms of Service so you are aware of any revision to which you are bound. If we make any revisions, we will post them here and will indicate at the top of this page the date these terms were last revised. We will also notify you of any material changes through a pop-up notice, e-mail or other reasonable means. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms or access (or continue to use or access) the Service. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the Service.

In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including without limitation the Privacy Policy located at www.nighthub.com/privacypolicy. All such terms are hereby incorporated by reference into these Terms of Service.

Access and Use of the Service

Services Description: The Service is designed to allow individuals to browse listings of bars, clubs and other nightlife offerings ("Venues") by geographic area and by Venue promoter or entertainment partner("Reservations").

Reservations booked through the Service are facilitated by NightHub and accepted and fulfilled by the Venues. All sales of alcoholic beverages and other services provided at a Venue at the time of Reservation fulfillment are solely transacted between you and the applicable Venue and are not a part of the Services. NightHub does not operate any of the Venues listed on or through the Services and does provide or sell alcoholic beverages.

NightPoints Rewards: NightPoints Rewards are points that you earn and accrue when you make and keep Reservations at Venues or refer others to make and keep Reservations at Venues. Unless otherwise noted in connection with a Reservation, registered users will earn one (1) NightPoints Rewards point for each dollar paid for a completed Reservation after the Reservation fulfillment date. Only Reservations you book through the Service will contribute points to your NightPoints Rewards account. You may also receive NightPoints Rewards as described in the "Cancellation Policy" section below. You may use accrued NightPoints Rewards as payment for future NightHub or Venue promotions that may be offered from time to time. Accrued Night$ Rewards points will expire if a registered user does not book any Reservations through the Service during a one-year period.

Your Registration Obligations and Eligibility to Use the Services: You may be required to register with NightHub in order to access and use certain features of the Service, including without limitation Night$ Rewards. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 18 years of age, you are not authorized to use the Service, with or without registering. By using the Services, you represent to us that you are 18 years of age or older and legally competent to enter into and agree to these Terms of Service. You acknowledge and understand that certain Venues listed on the Service do not admit guests under 21 years of age. By booking a Reservation with a Venue through NightHub, you represent that you agree to, and will abide by, such Venue’s rules and regulations (including, without limitation, its payment and sales terms, and any rules and regulations related to dress code, age limit, required minimum number of guests or time limit on reservations) (for each Venue, the "Venue Rules").

Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify NightHub of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. NightHub will not be liable for any loss or damage arising from your failure to comply with this Section.

Modifications to Service: NightHub reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that NightHub will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

General Practices Regarding Use and Storage: You acknowledge that NightHub may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service. You agree that NightHub has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that NightHub reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that NightHub reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Mobile Services: The Service includes certain services that are available via a mobile device, including (i) the ability to submit Venue ratings, reviews and other content to the Service via a mobile device, (ii) the ability to browse the Service from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device, including without limitation the ability to book Reservations, view and present tickets for booked Reservations and send invitations to others (collectively, the "Mobile Services"). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we and any Venues with which you book Reservations may communicate with you regarding NightHub and other entities by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. We may also use the GPS locator capabilities of your mobile device to identify your current location and recommend nearby Venues. In the event you change or deactivate your mobile telephone number, you agree to promptly update your NightHub account information to ensure that your messages are not sent to the person who acquires your old number.

Conditions of Use

User Conduct: You are solely responsible for all code, information, data, text, software, messages or other materials ("content") that you upload, post, publish or display (hereinafter, "upload") or email via the Service. The following are examples of the kind of content and/or use that is illegal or prohibited by NightHub. NightHub reserves the right to investigate and take appropriate legal action against anyone who, in NightHub’s sole discretion, violates this provision, including without limitation, removing content from the Service, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Service to:

  • email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, "junk mail," "spam," "chain letters," "pyramid schemes," "contests," "sweepstakes," or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of NightHub, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose NightHub or its users to any harm or liability of any type;
  • interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
  • violate any applicable local, state, national or international law, or any regulations having the force of law;
  • impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • solicit personal information from anyone under the age of 18, or send invitations to use the Service to individuals under the age of 18;
  • harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
  • further or promote any criminal activity or enterprise; or
  • obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

Payment Information: To the extent that you use the Service to book Reservations with any Venue, you will be required to provide information to NightHub and/or its third party payment processor regarding your identity, contact information and credit card or other payment instrument. You represent and warrant to NightHub that any such information you submit is true and that you are authorized to use the applicable payment instrument. You will promptly update your account information with any changes that may occur. You agree to pay the amount (including any taxes) specified for each Reservation you book in accordance with the applicable Venue Rules and these Terms of Service. If you split the amount for a Reservation with other NightHub users, you agree that you will pay up to the full amount for the Reservation if the payment information from such other NightHub users is incomplete, refused or otherwise unable to be processed. You hereby authorize NightHub (via its payment processor) to bill your payment instrument for each Reservation you book through the Service subject to the Cancellation Policy described below, and you further agree to pay any charges so incurred. NightHub’s payment processor may authorize or charge your payment instrument on Reservation or prior to Reservation start time, subject to the Cancellation Policy described below. If you dispute any charges related to a Reservation made through NightHub, you must let the applicable Venue know within three (3) days of the date of the Reservation. You understand that NightHub merely facilitates transactions between you and Venues, and any payment-related dispute is solely between you and the applicable Venue and governed by the applicable Venue Rules.

Reservations, Interactions and Communications with Venues: By booking a Reservation with a Venue or selecting a Venue as one of your "favorites", you agree to be added to the Venue’s contact list and receive communications from the Venue by email or other electronic means.

You understand and acknowledge that booking a reservation through NightHub does not guarantee admission into or receipt of service at a Venue. A Venue may refuse admission or service to guests for visible intoxication, lack of proper identification, failure to adhere to the Venue’s dress code or any other reason in the Venue’s sole discretion. If a Venue refuses admission to a guest who booked a Reservation at such Venue through NightHub, the guest will be entitled to receive a full refund from the Venue for the unfulfilled Reservation. For the avoidance of doubt, such refund will only be applicable if you were never allowed to enter the Venue despite having a valid Reservation. Users must notify NightHub of refund requests for unfulfilled Reservations within three (3) days of the applicable Reservation. Our Venue partners goal is to provide goods and services exactly as reserved, but due to availability issues or scheduling conflicts they may substitute similar or comparable goods or services (such as, but not limited to particular servers, tables, or alcohol brands).

Cancellation Policy:

Advance Reservations: If you book a Reservation more than forty-eight (48) hours in advance of the Reservation start time, you have an "Advance Reservation".

  • You may cancel an Advance Reservation up to twenty-four (24) hours after you book the Advance Reservation and receive a full refund to the form of payment used for such Advance Reservation (whether payment was made with a credit card, other payment instrument or NightPoints Rewards account) for any amount submitted for the Advance Reservation.
  • If you cancel an Advance Reservation more than twenty-four (24) hours after you book the Advance Reservation and more than twenty-four (24) hours before the Reservation start time, you will receive a credit to your NightPoints Rewards account (a) in an amount equal to the amount submitted for the Advance Reservation if the original payment was made by credit card or other payment instrument or (b) in an amount equal to fifty percent (50%) of the amount submitted for the Advance Reservation if the original payment was made from your NightPoints Rewards account.
  • If you cancel an Advance Reservation within twenty-four (24) hours of the Reservation start time but prior to the start time of such Reservation, you will receive a credit to your NightPoints Rewards account in an amount equal to fifty percent (50%) of the amount submitted for the Advance Reservation, regardless of method of payment. A cancellation fee in an amount equal to fifty percent (50%) of the amount submitted for the Advance Reservation will be paid to the Venue.

Last Minute Reservations: If you book a Reservation within forty-eight (48) hours of the Reservation start time, you have a "Last Minute Reservation".

  • You may cancel a Last Minute Reservation within (2) hours after you book the Last Minute Reservation and receive a full refund to the form of payment used for such Last Minute Reservation (whether payment was made with a credit card, other payment instrument or NightPoints Rewards account) for any amount submitted for the Last Minute Reservation.
  • If you cancel a Last Minute Reservation more than two (2) hours after you book the Last Minute Reservation but prior to the start time of such Reservation, you will receive a credit to your NightPoints Rewards account in an amount equal to fifty percent (50%) of the amount submitted for the Last Minute Reservation, regardless of method of payment. A cancellation fee in an amount equal to fifty percent (50%) of the amount submitted for the Last Minute Reservation will be paid to the Venue.

Communication or disputes related to cancellation fees paid to Venues for cancelled Reservations are solely between you and the applicable Venue. You understand that NightHub will not refund any amounts to you for cancelled Reservations except as described above, and that any refund of cancellation fees is at the Venue’s sole discretion.

Special Notice for International Use; Export Controls: Software (defined below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service. The Service is for your personal use.

Apple- and Google-Enabled Software Applications

As part of the Service, NightHub may offer mobile apps that are intended to be operated in connection with products made commercially available by Apple Inc. ("Apple", and such apps, "Apple-Enabled Software") or third parties that operate using the Android operating system, which is owned by Google Inc. ("Google", which together with Apple is referred to herein as the "Marketplace Provider"; such software together with the Apple-Enabled Software, the "Marketplace-Enabled Software"). With respect to the Marketplace Enabled Software, in addition to the other terms and conditions set forth in this Agreement, the following terms and conditions apply:

  • NightHub and you acknowledge that these Terms of Service are concluded between NightHub and you only, and not with the Marketplace Provider, and that as between NightHub and the Marketplace Provider, NightHub, not the Marketplace Provider, is solely responsible for the Marketplace-Enabled Software and the content thereof.
  • You may not use the Marketplace-Enabled Software in any manner that is in violation of or inconsistent with the usage rules set forth for Marketplace-Enabled Software in, or otherwise be in conflict with, the applicable market place terms of service (the "App Store Terms of Service").
  • Your license to use the Marketplace-Enabled Software is limited to a non-transferable license to use the Marketplace-Enabled Software on an iOS Product or Android-based product, as applicable, that you own or control, as permitted by the usage rules set forth in the App Store Terms of Service.
  • The Marketplace Provider has no obligation whatsoever to provide any maintenance or support services with respect to the Marketplace-Enabled Software.
  • The Marketplace Provider is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be NightHub’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
  • NightHub and you acknowledge that NightHub, not the Marketplace Provider, is responsible for addressing any claims of you or any third party relating to the Marketplace-Enabled Software or your possession and/or use of that Marketplace-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Marketplace-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
  • In the event of any third party claim that the Marketplace-Enabled Software or the end- user’s possession and use of that Marketplace-Enabled Software infringes that third party’s intellectual property rights, as between NightHub and the Marketplace Provider, NightHub, not the Marketplace Provider, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
  • You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
  • If you have any questions, complaints or claims with respect to the Marketplace-Enabled Software, they should be directed to NightHub.
  • NightHub and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third party beneficiary thereof.

The Google Play marketplace is owned and operated by Google. Your use of Google Play is governed by a legal agreement between you and Google consisting of the Google Terms of Service (found at http://www.google.com/accounts/TOS) and the Google Play Terms of Service (found at https://play.google.com/intl/en-US_us/about/play-terms.html). In addition, your use of Google Play is subject to the Google Play Business and Program Policies (http://play.google.com/about/androiddeveloper-policies.html). The Google Play Market Terms of Service, Google Play Business and Program Policies, and Google Terms of Service will take precedence in that order in the event of a conflict between them, to the extent of such conflict.

Intellectual Property Rights

Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features ("Service Content") that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by NightHub, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of NightHub, our affiliates and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by NightHub.

The NightHub name and logos are trademarks and service marks of NightHub (collectively the "NightHub Trademarks"). Other NightHub, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to NightHub. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of NightHub Trademarks displayed on the Service, without our prior written permission in each instance. generated from the use of NightHub Trademarks will inure to our exclusive benefit.

Third Party Material: Under no circumstances will NightHub be liable in any way for any content or materials of any third parties (including users and Venues), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that NightHub does not pre-screen content, but that NightHub and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, NightHub and its designees will have the right to remove any content that violates these Terms of Service or is deemed by NightHub, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

User Content Transmitted Through the Service: With respect to the content or other materials you upload through the Service or share with other users or recipients (collectively, "User Content"), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content you hereby grant and will grant NightHub and the Venues and its and their affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service ("Submissions"), provided by you to NightHub are non-confidential and NightHub will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that NightHub may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of NightHub, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Copyright Complaints: NightHub respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify NightHub of your infringement claim in accordance with the procedure set forth below.

NightHub will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to NightHub’s Copyright Agent at legal@nighthub.com (Subject line: "DMCA Takedown Request"). You may also contact us at:

NightHub, Inc. 4310 Crescent St, Suite 3501 Long Island City, NY 11101 +1 (347) 570-0482

To be effective, the notification must be in writing and contain the following information:

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  • a description of the copyrighted work or other intellectual property that you claim has been infringed;
  • a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
  • your address, telephone number, and email address;
  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
  • a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:

  • your physical or electronic signature;
  • identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
  • a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
  • your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the Southern District of New York and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, NightHub will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Repeat Infringer Policy: In accordance with the DMCA and other applicable law, NightHub has adopted a policy of terminating, in appropriate circumstances and at NightHub's sole discretion, users who are deemed to be repeat infringers. NightHub may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

Third Party Websites

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet, including to Venue sites and services. NightHub has no control over such sites and resources and NightHub is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that NightHub will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that NightHub is not liable for any loss or claim that you may have against any such third party.

Social Networking Services

You may link your NightHub account to various online third-party services, such as social media and social networking services like Facebook or Twitter ("Social Networking Services"). By directly integrating these Social Networking Services into the Service, we make your online experiences richer and more personalized. To take advantage of this feature and these capabilities, we may ask you to authenticate, register for or log into Social Networking Services on the websites of their respective providers. As part of such integration, the Social Networking Services will provide us with access to certain information that you have provided to such Social Networking Services, and we will use, store and disclose such information in accordance with our Privacy Policy. For more information about the implications of activating these Social Networking Services and our use, storage and disclosure of information related to you and your use of such services within NightHub, please see our Privacy Policy at www.nighthub.com/ privacypolicy. However, please remember that the manner in which Social Networking Services use, store and disclose your information is governed solely by the policies of such third parties, and NightHub shall have no liability or responsibility for the privacy practices or other actions of any third-party site or service that may be enabled within the Service.

In addition, NightHub is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such, NightHub is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. We enable these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.

Indemnity and Release

You agree to release, indemnify and hold NightHub and its affiliates and their officers, employees, directors and agent harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or any applicable Venue Rules or your violation of any rights of another (including any rights of a Venue). If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NIGHTHUB EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NIGHTHUB MAKES NO WARRANTY (I) THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (IV) THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS OR (V) WITH RESPECT TO THE VENUES, ANY INFORMATION POSTED BY THE VENUES OR ANY SERVICES OFFERED OR PROVIDED BY THE VENUES.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT NIGHTHUB WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF NIGHTHUB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, INCLUDING SUCH DAMAGES THAT RESULT FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY (INCLUDING VENUES); OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL NIGHTHUB’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID UNDER THESE TERMS OF SERVICE IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

Arbitration

At NightHub’s or your election, all disputes, claims, or controversies arising out of or relating to the Terms of Service or the Service that are not resolved by mutual agreement may be resolved by binding arbitration to be conducted before JAMS, or its successor. Unless otherwise agreed by the parties, arbitration will be held in New York, New York, before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by JAMS, and will be conducted in accordance with the rules and regulations promulgated by JAMS unless specifically modified in the Terms of Service. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator’s decision and award will be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms of Service and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms of Service, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.

Termination

You agree that NightHub, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if NightHub believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. NightHub may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that NightHub may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that NightHub will not be liable to you or any third party for any termination of your access to the Service.

User Disputes

You agree that you are solely responsible for your interactions with any Venue or other user in connection with the Service and NightHub will have no liability or responsibility with respect thereto. NightHub reserves the right, but has no obligation, to become involved in any way with disputes between you and any Venue or other user of the Service.

General

These Terms of Service constitute the entire agreement between you and NightHub and govern your use of the Service, superseding any prior agreements between you and NightHub with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. These Terms of Service will be governed by the laws of the State of New York without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and NightHub agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within New York County, New York. The failure of NightHub to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of NightHub, but NightHub may assign or transfer this Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

Your Privacy

At NightHub, we respect the privacy of our users. For details please see our Privacy Policy. By using the Service, you consent to our collection and use of personal data as outlined therein.

Notice for California Users

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us in writing at NightHub, Inc., 4310 Crescent Street, Suite 3501, Long Island City, NY 11101 or by telephone at +1 (347) 570-0482.

Questions? Concerns? Suggestions?

Please contact us at legal@nighthub.com to report any violations of these Terms of Service or to pose any questions regarding this Terms of Service or the Service.