The following terms and conditions (the "Terms") form a binding agreement between you whether a random visitor, Purchaser or Merchant ("you" or the "User") and TIME OUT AMERICA LLC ("we" or "Time Out"). By using the various online software services made available at www.timeout.com/newyork or such other address as may be used by Time Out from time to time (the "Services" and the "Website" respectively), User agrees to comply with all of the Terms. If you do not agree with these Terms you must cease using the Services and the Website. We offer authorized originating users (the "Merchants") of our Services the ability to feature and publish their offers, experiences, surveys and any other promotional based offerings (collectively, the "Offers") through our websites for purchase by individual purchasers (the "Purchasers").
1. Operation of the Services and the Website
Time Out shall have the right at any time to change or discontinue any aspect or feature of the Website and the Services, including, but not limited to, the types of Offers featured by Time Out
You acknowledge that sometimes there are interruptions in Internet service, or events that are beyond the control of Time Out, and Time Out shall not be responsible for any data lost while transmitting information on the Internet. The Website may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of the control of Time Out, access to the Services and the Website may be interrupted, suspended or terminated from time to time.
2. Conduct of User
All interactions on the Website and through the use of the Services must comply with these Terms. User shall not post or transmit through the Website or through the use of the Services any material which violates or infringes in any way upon the rights of others, or any material which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without Time Out's express prior written approval, contains advertising or any solicitation with respect to products or services. Any conduct by you that in Time Out's exclusive discretion restricts or inhibits any other user, Merchant or Purchaser from using or enjoying the Services and the Website is strictly prohibited. User shall not use the Services and the Website to advertise or perform any commercial, religious, political or non-commercial solicitation, including, but not limited to, the solicitation of users of the Website to become users of other similar sites or offline services directly or indirectly competitive or potentially competitive with Time Out.
3. User Data
If you choose to create an account with us as a Purchaser or Merchant, you agree to provide only accurate, complete registration information, and you will keep that information up-to-date if it changes. You are solely responsible for any and all access to any websites by persons using your account. Please notify us immediately if you become aware that your account is being used without authorization.
If you chose to place an order for a given Offer, you make a commitment to purchase the Offer from a Merchant on the terms, restrictions and conditions associated with the Offer. Once you place an order, you will receive a confirmation of the Offer and for those Offers requiring payment, you will be charged for the amount of the Offer. The Offer you purchase through Time Out is redeemable for goods or services by the Merchant using the voucher issued by Time Out. The Merchant, not Time Out, is the seller of the Offer and the goods and services associated therewith and are solely responsible for redeeming any Offer you purchase. To this extent the Merchant will collect and remit all sales taxes arising out of the Customer’s redemption of Vouchers. These sales taxes may be at the full value of goods in accordance with applicable law, and may or may not be payable using your voucher as determined by the merchant.
The Merchant is the holder and issuer of an Offer and as such, the Merchant shall be fully responsible for any and all damages, claims, liabilities and costs suffered by or in respect of a Purchaser, caused in whole or in part by the Merchant, as well as for any unclaimed liability arising from unredeemed Offers or portions thereof.
Vouchers that are not redeemed by the indicated expiration date may be redeemed for the "amount paid" from the merchant associated with the Offer. The "promotional value" expires on the expiration date indicated on the Voucher itself. (Ie: $20 for $50 worth of merchandise. The $20 is the “amount paid” and redeemable value from the merchant. The $50 is the "promotional value" and expires on the date indicated on the Voucher.) Not withstanding the foregoing, for Vouchers that are redeemable for specific ticketed events, the Voucher expires once the event date and time passes.
REFUNDS – All sales are final. Time Out New York will not provide refunds for unused vouchers. For questions about our refund policy please contact us at firstname.lastname@example.org. We reserve the right to cancel any event, service, or offer and will refund the value of the "purchase price" in a timely manner.
5. Intellectual Property
The Services and the Website are the exclusive property of Time Out's. ANY COPYING, DISTRIBUTING, TRANSMITTING, POSTING, LINKING, DEEP LINKING, OR OTHERWISE MODIFYING THE WEBSITE WITHOUT THE EXPRESS WRITTEN PERMISSION OF TIME OUT IS STRICTLY PROHIBITED. Any violation of this policy may result in a copyright, trademark or other intellectual property right infringement that may subject User to civil and criminal penalties.
The Services and the Website contain copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Website are protected by copyright as a collective work under International copyright laws. Time Out may own a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. Except as otherwise expressly stated under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material without the express permission of Time Out or the copyright owner is permitted. If copying, redistribution or publication of copyrighted material is permitted, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. User acknowledges that he, she, or it does not acquire any ownership rights by downloading copyrighted material. Trademarks that are located within or on the Website otherwise owned or operated in conjunction with Time Out shall not be deemed to be in the public domain but rather the exclusive property of Time Out, unless such site is under license from the trademark owner thereof, in which case such license is for the exclusive benefit and use of Time Out unless otherwise stated.
User shall not submit or otherwise make available on the Website any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right. Time Out does not have any express burden or responsibility to provide User with indications, markings or anything else that may aid User in determining whether the material in question is copyrighted or trademarked. User shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights or any other harm resulting from such a submission. If you chose to or are required to make available any material through utilizing the Services or the Website, you warrant that the owner of such material has expressly granted Time Out the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. User also permits any other user to access, view, store or reproduce the material for that User's personal use. User hereby grants Time Out the right to edit, copy, publish and distribute any material made available through the use of the Services or the Website by User.
By posting communications on or through the Website, User shall be deemed to have granted to Time Out a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sublicense such rights through multiple tiers of sub-licensees.
6. Disclaimer of Warranty
USER EXPRESSLY AGREES THAT USE OF THE SERVICES AND THE WEBSITE IS AT USER'S SOLE RISK. THE WEBSITE AND THE SERVICES ARE MADE ACCESSIBLE ON AN "AS IS" AND "AS AVAILABLE" BASIS. TIME OUT HEREBY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF TITLE NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. TIME OUT AND ITS AFFILIATES NOR ANY OF THEIR EMPLOYEES, AGENTS, MERCHANTS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, WARRANT THAT USE OF THE SERVICES AND THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO (I) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE, OR THE SERVICES, OR (II) THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE OR OFFERS PROVIDED THROUGH THE WEBSITE. FOR THE AVOIDANCE OF DOUBT, TIME OUT DOES NOT HAVE CONTROL OR OWNERSHIP OF ANY OFFERS AT ANY TIME AND DOES NOT GUARANTEE: (I) THE EXISTENCE AND AVAILABILITY OF ANY OFFERS, EXPERIENCES OR ADVERTISEMENTS; (II) THE TRUTH OR ACCURACY OF ANY CONTENT OR INFORMATION PLACED ON THE WEBSITE BY A USER; (III) THE TRUTH OR ACCURACY OF STATED IDENTITIES USED BY ANY USER, ORIGINATOR OR PUBLISHER; OR (IV) THE ABILITY OF ANY ADVERTISER TO LAWFULLY CREATE AN OFFERING.
7. Limitation of Liability
IN NO EVENT SHALL TIME OUT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS. IN NO EVENT WILL TIME OUT'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE USE OF THE WEBSITE AND THESE TERMS EXCEED USD$25,000.
YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO TIME OUT MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION OCCURRED, OTHERWISE SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Time Out shall have the right, but not the obligation, to monitor the content of the Website and the Services at all times to determine compliance with these Terms and any operating rules established by Time Out, as well as to satisfy any applicable law, regulation or authorized government request. Without limiting the foregoing, Time Out shall have the right, but not the obligation, to remove any material that Time Out, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
User agrees to defend, indemnify and hold harmless Time Out or their affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, arising out of or related to any products or services purchased by User in connection with the Services or the Website.
User is solely responsible for interactions with Purchaser or Merchants and other users of the Website. To the extent permitted under applicable laws, User hereby releases Time Out and their officers, directors, employees and agents from any and all claims or liability related to any product or service of a Merchant, any action or in-action by Merchant, including Merchant's failure to comply with applicable law and failure to abide by the terms of an Offer, and any conduct or speech, whether online or offline, of any other user.
Time Out shall have the right to immediately terminate or suspend any passwords or accounts of User in the event of any conduct by User or which we in our sole discretion, consider to be unacceptable, or in the event of any breach by User of these Terms. The provisions of Sections 2.0, 5.0, 6.0, 7.0, 9.0, 10.0 and 16.0 will survive termination of these Terms.
12. Third-Party Content
The Website is designed to publish Offers provided by Merchants. Accordingly Time Out has no editorial control over the content of the Deals. Any opinions, statements, services, offers, or other information or content expressed or made available by Merchants or other users are those of the respective authors or distributors and not of Time Out. Time Out neither endorses nor is responsible for the accuracy or reliability of the content of any Offer. Under no circumstances will Time Out be liable for any loss or damage caused by your reliance on information obtained through this Service.
Time Out contains links to third-party websites maintained by other content providers. These links are provided solely as a convenience to you and not as an endorsement by Time Out of the contents on such third-party sites, and Time Out hereby expressly disclaims any representations regarding the content or accuracy of materials on such third-party websites. If you decide to access linked third-party websites, you do so at your own risk. Unless you have executed a written agreement with Time Out expressly permitting you to do so, you may not provide a hyperlink to the Website from any other website. Time Out reserves the right to revoke its consent to any link at any time in its sole discretion.
You represent that you are of legal age to form a binding contract. You must be at least 18 years old to be eligible to use the Services and the Website. However, if you are at least 13 years old but not yet 18, you may use the Website in conjunction with your parent or guardian who agrees to these Terms. No one under age 13 may use the Website.
14. Governing Law
These terms shall be governed by and construed under the laws of New York. Any suit, action or proceeding arising from or relating to these Terms must be brought, solely and exclusively in the city of New York, New York, and the User irrevocably consents to the jurisdiction and venue of any such court in any such suit, action or proceedings and the User will not object to such venue.
These Terms and any operating rules for Time Out established by Time Out, constitute the entire agreement the User and Time Out with respect to the subject matter hereof. No waiver by Time Out of any breach or default hereunder is a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall be of no legal force or effect. If any provision of these Terms is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in these Terms, and the remaining portions of these Terms shall continue in full force and effect. The failure of either party to exercise any of its rights under these Terms shall not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder. The right to use the Services and the Website is personal to User and is not transferable to any other person or entity.
16. Modification of Terms
Time Out reserves the right at all times to modify any of the Terms as we deem necessary or desirable and any such modifications become effective immediately upon being posted to the Website, provided that such changes will not apply to Offers purchased prior to the effective date of such changes. It is your sole responsibility to check the Website from time to time to view any such changes to the Terms. If you do not agree to any changes, if and when such changes may be made to the Terms, you must cease use of the Website and the Services. Your use of the Website after any modifications to the Terms indicates that you agree to such modified Terms.