Member Terms of Service

Last updated May 11, 2023

Welcome to the Nigh App, by Nigh Technologies, Inc. (“Nigh Technologies,” “Nigh,” “we,” or “us”). By becoming a member of the Nigh App (the “App”) you can discover, purchase, and redeem exclusive local offers (also known as “events“) from nearby businesses (“businesses,” “local businesses,” “venues,” or “hosts“) only available to Nigh members and interact with local businesses and other people in the local community, and more. These Terms of Use explain the terms by which you may use the App. By downloading or using the App, signing up for a member account with Nigh Technologies, and/or completing a purchase through the App, you agree to abide by the rules and requirements in these Terms of Use, any additional terms applicable to any products, services, offerings, bookings, or reservations (collectively, the “Offerings”) made through the app, and all local, state, and federal laws and regulations that apply to you. Please read these Terms of Use carefully, and if you do not agree to follow them, you may not download or use the App.

About the App:

The App is a downloadable software application from Nigh Technologies that allows members exclusive access to discover, purchase, and then redeem local offerings from nearby businesses and interact with local businesses and other people in the local community.
These Terms of Use govern your use of the App in all respects. We may update the Terms of Use from time to time, and by continuing to use the App after such updates you agree to abide by these Terms of Use as updated.
The Offerings made through the App by third parties may change at any time in Nigh Technologies’ sole discretion without prior notice of the same.

Eligibility to Use the App:

In order to download or use the App, you must be at least 13 years old. Any use by anyone under 13 years old is strictly prohibited and is in violation of these Terms of Use.
You may only use the App if you agree to these Terms of Use, and to any additional terms that may be applicable to any Offerings made through the App. By downloading or using the App, you represent and warrant that you have full right, power, and authority to be bound to comply with these Terms of Use, and any other terms, conditions, or legal requirements hereunder, and to perform your obligations under each of the same.
You may use the App solely for your own personal membership use, and not for any business or commercial use.
You will only use the App for legitimate purchases and purposes, and you will comply with both the letter and the spirit of the terms of each of the Offerings.
We may disable your account or access to the App for any reason, including violation of these Terms of Use. If your account or access has been disabled, you may not use the App and your membership will be cancelled.

License to Use the App:

Subject to these Terms and Conditions, as an eligible user, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the App in accordance with these Terms of Use.
Be kind and reasonable. You are responsible for your behavior and interactions with others on or through the App, including any other users of the App or users of other services that you access with the App. We are not responsible for your actions or the actions of anyone else.
Nigh Technologies reserves all rights not expressly granted herein, including the right to terminate this license at any time for any reason or for no reason.

Member Accounts:

Nigh Technologies may offer the ability to sign up for a member account on the App in order to access certain services and functionality that we may establish from time to time.
If you sign up for a member account on behalf of a company or other entity, then “you” in these Terms of Use refers to both you and the entity, and you represent and warrant that you are authorized by the entity to agree to these Terms of Use.
All information you provide for your account must be accurate and complete.
You may not use any other user’s account without permission.
Protect your account! Keep your password secret and secure and restrict access to your account. You are responsible for any activity on the App that occurs under your account.

Prohibited Actions:

You may not use the App to engage in any of the following prohibited activities:
- Reproducing, duplicating, copying, distributing, selling, reverse-engineering, or extracting code from the App for use in or with other applications (including without limitation any automated or non-automated “scraping”).
- Transmitting spam, chain letters, or other unsolicited messages or uploading invalid data, viruses, works, or other software agents through the App;
- Attempting to interfere with the operation of, or compromise the system integrity or security of, the App (including attempts to bypass measures used to restrict access to the App);
- Impersonating others, providing false information, or trying to access or collect information about another person using the App.
- Using or attempting to use the login information of another user.
- Using the App for any illegal purposes. You must comply with all laws, rules, and regulations (for example, federal, state, local and provincial) applicable to your use of the App and your Content (defined below) including, but not limited to, copyright and trademark laws.
- Using someone else’s trademark, copyright material, domain name, or URL in your user name without that person’s consent.
- Using the App in any way to defame, stalk, bully, abuse, harass, threaten, impersonate, or intimidate any person or entity.
- Advertising, soliciting, or offering any commercial, political, or religious purpose.
- Competing, directly or indirectly, with Nigh Technologies.
- Posting private or confidential information via the App, including, without limitation, your or any other person’s credit card information, social security or other identifying numbers, non-public phone numbers or non-public email addresses.
Nigh Technologies does not support and will not tolerate the App being used to discriminate against others, whether based on race, religion, sex, sexual orientation, age, disability, ancestry, national origin, or any other basis. You may not use the App in any manner likely to incite, promote or support such discrimination, or to promote hostility or violence generally.

Member Code of Conduct:

Nigh and its partners are committed to keeping events hosted through the App safe for all members. We expect all members to be able to enjoy themselves at the events, but never at the expense of other members. Accordingly, all members must adhere to the following guidelines while attending a Nigh event:

Respect others. Treat other members, host staff, venue staff, and Nigh team members with respect. Do not use offensive, harmful, intimidating, or harassing language. Do not make use of obscene gestures or language. Do not engage in any actual or attempted violence towards anyone.
Respect the venue. The businesses hosting Nigh events are peoples’ livelihoods. Do not take any action to deface or destroy any of their property.
Consume responsibly. If you choose to consume alcohol at an event, it is your responsibility to do so in a legal, responsible, and controlled manner.
Follow additional guidelines. Hosts and/or venues may have additional guidelines or unique restrictions for individual events, presented by staff either at the start or during the event. Attendees must also follow these additional rules to keep the event safe and fun.
Real identity. Members need to use real, appropriate information for their profile content to ensure authenticity across the platform.

Any member/user who violates any of these rules (or takes any other action that the Nigh team or event host team believes jeopardizes anyone’s safety) may be subject to immediate ejection from the event without refund. Law enforcement may be notified if necessary. Additionally, Nigh reserves the right to remove or block individuals from using the App for any reason, including, but not limited to, violation of any of these principles.

Your Content:

The App may permit users to submit and publish content such as text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links and other content or materials (collectively, “Content”).
You are solely responsible for your conduct using the App and any Content that you submit, post, edit, or display on or through the App.
You may not upload, submit, or post Content that creates risks of harm, loss, injury, mental distress, death, defamation, or other damage to you or any other person, including any Content that seeks to harm or exploit children or that contains any material or information that is obscene or illegal to publish.
You may only upload, post, edit, or otherwise use Content in the App that you own or have otherwise obtained the legal right to so use. You represent and warrant that your Content will not infringe or violate the rights of any third party.
We respect the intellectual property of others and expect you to do the same. If you believe that your copyrights in your work have been infringed on the App, please follow our Notice and Procedure for Making Claims of Copyright Infringement set forth below.
Repeated infringement of other people’s intellectual property rights through use of the App may lead us to disable your account in our sole discretion.
We are not responsible for, and in no way endorse, Content uploaded, posted, edited, or shared by you or anyone else using the App. We do not prescreen, monitor, edit or remove any Content other than in response to a properly submitted takedown notice. If any of your Content violates these Terms of Use, you may face legal consequences.
Any Content you upload, post, edit, share, or otherwise use in the App is not confidential. We are not liable for any use or disclosure of your Content. We will have no obligation to keep any of your Content confidential, and will not be liable for any use or disclosure of any of your Content.
Be mindful of Content you upload through the App! It may be seen by others and may not be possible to later take down.

Permissions to Use Your Content:

You retain ownership of any Content you post on or through the App, and we do not claim ownership of any such Content.
You hereby grant to Nigh Technologies and represent and warrant that you have all rights necessary to grant a non-exclusive, fully paid and royalty-free, transferable, unlimited, worldwide license to use, reproduce, display, perform, adapt, modify, distribute, have distributed, and promote the Content that you upload, post, edit, share, or otherwise use on or through the App, subject to our Privacy Policy.
If you provide your email address, telephone number, mailing address, or other contact information, you agree that we may send occasional emails, texts, mailings, or phone messages to you regarding support, updates, products, and promotions. Our use of your contact information is subject to our Privacy Policy.

Termination of Account and Access:

Violation of these Terms of Use may, in our sole discretion, result in termination of your member account and/or access rights to the App, in addition to any other rights that Nigh Technologies may have at law or in equity. Users who have had their account or access rights terminated may no longer use the App.

Our Rights:

All trademarks and service marks owned by us (including graphics and logos used in connection with the App), all code and content of the App other than user-provided content, and the design and concept of the App (collectively, the “Nigh Technologies IP”) are the sole property of Nigh Technologies and are protected by copyright, trademark, patent, and other law as applicable. You may not reproduce, distribute, perform, prepare derivative works from, reverse-engineer, or otherwise use any of Nigh Technologies’ IP without our prior express written permission.
Some App features may be supported by advertising revenue and may display advertisements and promotions. You acknowledge and agree that such advertising and promotions may appear on, about, or in conjunction with your Content. The manner, mode and extent of such advertising and promotions are determined in our sole discretion and are subject to change without notice. You acknowledge that we may not always identify paid services, sponsored content, or commercial communications as such.
We reserve the right to revise, update, limit, cease maintaining, or discontinue the App, in whole or in part, in our sole discretion. Depending on your phone carrier and settings, upgrades and revisions may be made at any time without your consent.
We reserve the right, in our sole discretion, to amend these Terms of Use. If we amend these Terms of Use, we will post notice of such amendments on the App and your use of the App after the effective date of the updated Terms of Use shall indicate your agreement to accept the updated Terms of Use.
We may change usernames or profiles if appropriate or necessary (for example, due to infringement, impersonation, or other reasons as determined in our sole discretion).
We may, but have no obligation to, remove, edit, block and/or monitor any Content or block a user account containing Content that we determine, in our sole discretion, violates these Terms of Use or other applicable laws, rules or regulations.

Third Party Applications, Software and Services:

The App may link to, access, or utilize third-party software on your device to function (“Third Party Applications”). Your use of Third Party Applications through the App is governed by the terms of use of those Third Party Applications, and you agree to comply with all such terms of use.
We do not control and will not be responsible for (i) the content and operation of any Third Party Applications, or (ii) the privacy or other practices of any Third Party Applications. All use of any Third Party Applications is at your own risk and we are not responsible or liable in any way, directly or indirectly, for any damage or loss caused by or alleged to be caused by or in connection with your use of any Third Party Applications through the App.
If you do not agree to allow the App to access Third Party Applications, you may not be able to utilize all functions of the App.
To provide certain features, the App may require utilization of your cellular phone and its service, location data, data access and/or text messaging capabilities. You are responsible for any service, data or other charges incurred through such use of the App. If you do not agree to allow the App to access your phone’s services, you may not be able to utilize all functions of the App.
In the event that the App provides the ability to make payments, such payments will be subject to the terms of use of the applicable third party payment services provider. You agree to be bound by any terms of use of such third party payment services provider.
You agree to abide by any and all terms, conditions, eligibility requirements, legal requirements, and limitations that may accompany any Offering that is made available through the App by any third party, including, without limitation, any and all age restrictions involving alcohol and other controlled substances.
The App is designed to connect customers to third parties. Nigh Technologies does not control and will not be responsible for, and you agree to indemnify and defend Nigh Technologies against any and all claims that may arise from any third party Offerings, even if you learn about such Offerings through the App, or are directed to such Offerings through the App.

Sales, Purchases, and Offers:

Descriptions of Offerings advertised on the App are provided by third parties. Nigh Technologies is not responsible for any claims associated with the description of any Offerings. Pricing related to Offerings on the App may change at any time in Nigh Technologies’ sole discretion, with or without prior notice of the same.
Third parties may advertise Offerings on the App that require such third parties to have an up-to-date regulatory authorization, license, certification, or other credential. Nigh Technologies does not verify, validate, or collect evidence of any such credentials from any third parties. You should make whatever prior investigation that you deem is necessary before purchasing any Offerings through the App. Such third parties are solely responsible for the care and quality of the Offerings that they provide.
Nigh Technologies is not a health provider and does not, will not, and cannot refer, recommend, or otherwise endorse any specific professional services, products, or procedures that are advertised on the App.
Any third party that makes Offerings on the App is fully and solely responsible for the care and quality of all goods and services it provides to you and for any and all injuries, illnesses, damages, claims, liabilities and costs that it may cause you to suffer, directly or indirectly, whether related to the use of the App or not. In furtherance of the foregoing, you waive and release Nigh Technologies and its subsidiaries, affiliates, partners, officers, directors, employees, and agents from any liabilities arising from or related to any act or omission of any such third party in connection with your use of the App.
By accepting or taking advantage of any Offerings through the App, in addition to any other provisions in these Terms of Use, you specifically agree to the terms of such Offerings. Should there be a conflict between these Terms of Use and the terms of any Offering, the terms advertised in connection with the specific Offering shall control.

Security and Privacy:

Certain information, including personally identifiable information, may be stored on your mobile device (including information not collected through the App). Use by the App of any such personal information is subject to our Privacy Policy and these Terms of Use.
Nigh Technologies cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information and Content at your own risk.
If you use a Third Party Application to share information, information on the App may also be shared. We are not liable for such disclosure.
For any in-App purchases, we shall use reasonable efforts to conform to industry standards with regard to security measures related to payments. This includes encryption and SSL security. The App does not store any sensitive information. However, your personal information may be stored by a third party payment partner for future use in association with your account in accordance with the third party’s terms of use.

Limitations on Warranties and Liability:

The App is provided on an “as is” and on an “as available” basis. Use of the App is at your own risk. To the maximum extent permitted by applicable law, the App is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Without limiting the foregoing, Nigh Technologies, its subsidiaries, and its licensors do not warrant that any App content, including without limitation user content, is accurate, reliable, or correct; that the App will meet your requirements; that the App will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the App is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the App is downloaded at your own risk and you will be solely responsible for any damage to your computer system or mobile device or loss of data that results from such download or your use of the App.
We are not responsible for any other user’s Content or actions. We are also not responsible for any other services or use of Third Party Applications, even if accessed through the App.
To the maximum extent permitted by applicable law, Nigh Technologies assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies of content; (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the App; (iii) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein; (iv) any interruption or cessation of transmission to or from the App; (v) any bugs, viruses, trojan horses, or the like that may be transmitted to or through the App by any third party; (vi) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the App; and/or (vii) user content or the defamatory, offensive, or illegal conduct of any third party. Without limiting the foregoing, the aggregate liability of Nigh Technologies in connection with any claim arising out of or relating to the App or these Terms of Use shall not exceed the amount paid by you to Nigh Technologies hereunder, or $100, whichever is greater.
You agree to indemnify, defend, and hold Nigh Technologies, Inc. and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, harmless from any liability, loss, claim and expense, including reasonable attorneys’ fees, arising from or related to (i) your use of and access to the App, including any data or content transmitted or received by you; (ii) your violation of any term of these Terms of Use, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity, or intellectual property rights; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of any of your Content or any content that is submitted via your account; or (vi) any other party’s access and use of the App with your unique username, password, or other appropriate security code. You agree to cooperate with us as required in defense of any claims. We reserve the right to assume the exclusive defense of any claims subject to indemnification by you. You agree not to settle any claims without our prior written consent.
You are solely responsible for your interactions with all third parties and other users of the App. To the extent permitted under applicable laws, you hereby release Nigh Technologies from any and all claims or liability related to: (i) any Offering of a third party, regardless of whether such Offering is available through the App; (ii) any action or inaction by a third party, including, without limitation, any harm caused to you by action or inaction of such third party; (iii) any third party’s failure to comply with applicable law and/or failure to abide by the terms of such third party’s Offering; or (iv) any other product or service purchased or obtained by you from a third party, and any conduct, speech or user content, whether online or offline, of any third party.
No action, regardless of form or nature, arising out of these Terms of Use or the App may be brought by or on behalf of you more than one (1) year after the cause of action first arose.
Some states do not allow the exclusion of implied warranties or the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you. This agreement gives you specific legal rights, and you may also have other rights which vary from state to state. The disclaimers, exclusions, and limitations of liability under this agreement will not apply to the extent prohibited by applicable law.

Consent to Binding Arbitration:

Any dispute between you and Nigh Technologies (whether or not such dispute involves a third party), including without limitation claims arising from your use of the App or these Terms of Use, will be resolved by binding, confidential, individual arbitration, rather than in court; except that you or Nigh Technologies may assert claims in small claims court if such claims qualify.
Please note that there is no judge or jury in arbitration, and your right to appeal the outcome of arbitration is limited. An arbitrator can award, on an individual basis, the same damages or relief as a court, and must follow the terms of these Terms of Use.
This dispute resolution provision will be governed by the Federal Arbitration Act and will be conducted under the American Arbitration Association (AAA) rules for arbitration of consumer-related disputes. The AAA’s rules are available at www.adr.org. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees, and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in a court of competent jurisdiction. The arbitrator will not have authority to award damages, remedies, or awards that conflict with these Terms of Use. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules.
All claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. If for any reason a claim proceeds in court rather than arbitration, you agree to waive any right to a jury trial.
Notwithstanding the foregoing, you or Nigh Technologies may bring suit in court to enjoin infringement or misuse of any intellectual property rights.

Choice of Laws, Venue, and Jurisdiction:

The App is controlled and operated from Nigh Technologies’ facilities in the United States, and is intended solely for use by persons in the United States. Nigh Technologies makes no representations that the App is appropriate or available for use in other locations. Those who access or use the App from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the App if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials and services found on the App are solely directed to individuals, companies, or other entities located in the United States.
You agree that the laws of the State of Colorado, without regard to principles of conflict of laws, shall govern these Terms of Use and any dispute arising from these Terms of Use or from the App. The application of the United Nations Conventions on Contracts for the International Sale of Goods is expressly excluded. For any action at law or in equity relating to the arbitration provision in these Terms of Use, for matters not requiring arbitration under these Terms of Use, or if the arbitration provision is deemed unenforceable, you agree to resolve any dispute arising from these Terms of Use or the App exclusively in a state or federal court located in Denver County, Colorado, and to submit to the exclusive personal jurisdiction of such courts for the purpose of litigating all such disputes. You and Nigh Technologies expressly waive your right to a trial by jury and agree that the prevailing party in any such action shall be entitled to collect its costs and expenses of such action (including reasonable attorneys’ fees) from the non-prevailing party.

Notice and Procedure for Making Claims of Copyright Infringement:

Nigh Technologies respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998 (the “DMCA”), we will respond expeditiously to claims of copyright infringement committed using the App if such claims are reported to the Nigh Technologies Designated Copyright Agent identified below.

If you are a copyright owner, authorized to act on behalf of a copyright owner, or are authorized to act under any exclusive right under copyright law, please report alleged copyright infringements taking place on or through the App by completing the following DMCA Notice of Alleged Infringement and delivering it to the Nigh Technologies Designated Copyright Agent.

A DMCA Notice of Alleged Infringement should include the following:

Identify the copyrighted work that you claim has been infringed, or – if multiple copyrighted works are covered by this Notice – you may provide a representative list of the copyrighted works that you claim have been infringed.
Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL or the exact location where such material may be found.
Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.
Include both of the following statements in the body of the Notice:

“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”

“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

Provide your full legal name and your electronic or physical signature.

Deliver this Notice, with all above items included, to the Nigh Technologies Designated Copyright Agent at:

Attn: Nigh Technologies Copyright Agent

1023 Walnut Street, Suite 100, Boulder, CO 80304

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying Nigh Technologies that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. You may wish to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

In accordance with the DMCA and other applicable law, Nigh Technologies has adopted a policy of terminating, in appropriate circumstances, accounts of users who are deemed to be repeat infringers. Nigh Technologies may also at its sole discretion limit access to the App and/or terminate the accounts of any App users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.