Terms of USe
LAST UPDATED: 2024-03-04
1. OVERVIEW
These Terms of Use form a legally binding contract between SUNDOWN TECHNOLOGIES INC. ("we" or "us") and the people and companies (“Users” or “you”) that access and use our website located at myalibi.io or any related website or mobile platform controlled by us (collectively, the "Website"). These Terms of Use apply to all services provided through our Website and any other software application we operate, and all content, services, and products available at or through the Website.
It is very important that you read and fully understand these Terms of Use before using the Website. By agreeing to these Terms of Use and using the Website, you are entering into a legally binding contract which will impact your rights.
By accessing any part of the Website, you agree to be bound by these Terms of Use. You are also confirming that you have read and fully understood these Terms of Use. If you do not agree to or understand all of these Terms of Use, then you may not access the Website or use any services available on the Website.
These Terms of Use should be read in conjunction with the Privacy Policy and any other rules, guidelines, or policies posted on the Website.
2. SERVICES AVAILABLE ON THE WEBSITE
Without restriction, we generally offer the following services through the Website:
permits users to reserve tables and bottle service at participating nightclubs and venues,
purchase tickets to certain events, and pre-pay cover.
The services we offer are subject to change over time. By using the Website, you are confirming that you have determined that the services are appropriate for your needs. We do not guarantee that these services meet your needs or that they are suitable for your specific purposes.
3. OWNERSHIP OF YOUR FILES
When you choose to upload documents or data (including any images or text), SUNDOWN TECHNOLOGIES INC. does not review or pre-screen the contents of electronic data uploaded or posted to the Website (“Content”) and SUNDOWN TECHNOLOGIES INC. claims no intellectual property rights with respect to the Content.
However, by posting, uploading, inputting or submitting any Content whatsoever to the Website, you are granting SUNDOWN TECHNOLOGIES INC. an irrevocable, royalty free licence while the Content remains uploaded to the Website, to use the Content for any purpose related to the use and promotion of its business and the Website, including the right to copy, distribute, edit, and publicly display such content with or without attribution.
4. PAYMENT PROCEDURES
Payments for services or products available on the Website will be charged to you in accordance with the policies, procedures, and timelines posted on the relevant sections of the Website.
For purposes of processing payments, we use the following service provider: STRIPE
Before using the Website, you must first review and approve the terms and
conditions governing the use of these third-party payment processors, which are available at the following website(s): https://www.stripe.com
5. REFUND, EXCHANGE AND SHIPPING POLICIES
Our current policies on refunds, exchanges and responsibility for lost, broken or stolen products are posted on the Website.
6. YOUR ACCOUNT
In order to fully use the Website, you will be required to create an account. Information submitted by you in order to create an account will be subject to our Privacy Policy, which is available for review on the Website, and which you are required to approve before creating an account. The Privacy Policy also dictates how to terminate your account and how you can have your personal identifying information deleted from our servers.
The terms governing the features and capabilities of your account and the related fees can be found on the Website.
7. TERMINATION
You may cancel and terminate your Account at any time in accordance with the terms and policies posted on the Website.
If at the date of termination of your Account, there are any outstanding payments owing by you to us, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
8. LIMITATION OF LIABILITY
Except in a case where we are in violation of these Terms of Use, we will not be held liable for, and you hereby fully waive the right to claim for, any loss, injury, claim, liability or damages of any kind resulting in any way from use of the Website.
Your use of the Website is at your sole risk. The Website is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory. We do not warrant that your use of the Website will be uninterrupted, secure or error-free.
In no event will we have any liability to you or any third party for any lost profits or revenues or for any indirect, special, incidental, consequential, or punitive damages however caused, whether in contract, tort, or otherwise, and whether or not you or the third party have been advised of the possibility of such damages. In the event the foregoing paragraph, or any part thereof, is void under applicable law, this paragraph, or such part thereof, shall be inapplicable.
9. INDEMNIFICATION
You agree to indemnify and hold harmless SUNDOWN TECHNOLOGIES INC., including our officers, directors, shareholders, employees and agents, from and against any and all claims and expenses, including legal fees and disbursements, which are made against us and arise out of your use of the Website, including but not limited to your violation of any term of these Terms of Use or any other policy posted on the Website.
10. SECURITY BREACHES In order to protect your security, it is your sole responsibility to ensure that all usernames and passwords used to access the Website are kept secure and confidential. You must immediately notify us of any unauthorized use of your account, including the unauthorized use of your password, or any other breach of security.We will investigate any breach of security on the Website that we determine in our sole discretion to be serious in nature, but we will not be held responsible or liable in any manner for breaches of security or any unauthorized access to your account however arising.
11. WARRANTIES AND REPRESENTATIONS We hereby disclaim all warranties of any kind, whether express, implied, or statutory, including but not limited to implied warranties as to merchantability or fitness for a particular purpose as they relate to the Website.
12. COMPLIANCE WITH LAWS
You represent and warrant that:
i. You have the authority to bind yourself to these Terms of Use;
ii. Your use of the Website will be solely for purposes that are permitted by these Terms of Use;
iii. Your use of the Website will not infringe or misappropriate the confidentiality or intellectual property rights of any User or third party; and
iv. Your use of the Website will comply with all local, provincial and federal laws, rules and regulations, and with all policies posted on the Website.
You must only use the Website for your own lawful purposes, in accordance with these Terms of Use and any notice, policy or condition posted on the Website. You may use the Website on behalf of others or in order to provide services to others but if you do so you must ensure that you are authorized to do so and that all persons for whom or to whom services are provided comply with and accept all these Terms of Use.
13. AGE RESTRICTIONS
Users Must be Over the Age of 18. You represent and confirm that you are over the age of 18. We do not target, market, or promote the Website to those under 18. We do not permit any User under the age of 18 to use the Website.
14. GOVERNING LAW AND DISPUTE RESOLUTION
i. Initial Dispute Resolution. For any problem or dispute that you may have with us, you understand and agree that you will first give us an opportunity to resolve your problem or dispute. In order to initiate this dispute resolution process, you agree that you shall first send us a written description of your problem or dispute within thirty (30) days of the occurrence of the event giving rise to the problem or dispute by sending an email to: support@myalibi.io or by mail to the address listed below. You then agree to negotiate with us in good faith about your problem or dispute for sixty (60) days. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after our receipt of your written description of it, you agree to the arbitration provisions below.
ii. Binding Arbitration. If the parties do not reach an agreed upon solution under the Initial Dispute Resolution provision, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to this Agreement (including formation, performance and breach), the parties’ relationship with each other and/or your use of the Services shall be finally settled by binding arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules and the supplementary procedures for consumer related disputes of the American Arbitration Association (the “AAA”), excluding any rules or procedures governing or permitting class actions. The Commercial Arbitration Rules governing the arbitration may be accessed at www.adr.org or by calling the AAA at +1.800.778.7879. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to any claim that all or any part of this Agreement are void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitration rules also permit you to recover attorney’s fees in certain cases. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
iii. Location. The arbitration will take place in Dover, Delaware.
iv. Class Action Waiver. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND SUNDOWN TECHNOLOGIES INC. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
v. Exceptions – Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring an action in state or federal court to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
vi. 30-Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt-out to us at support@myalibi.io. The notice must be sent within thirty (30) days of your first use of the Services, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt-out of these arbitration provisions, we also will not be bound by them.
vii. Changes to this Section. We will provide thirty (30) days’ notice of any changes to this section. Changes will become effective on the 30th day, and will apply prospectively only to any claims arising after the 30th day. The Agreement and the relationship between you and SUNDOWN TECHNOLOGIES INC. shall be governed by the laws of the State of Delaware without regard to conflict of law provisions.
15. WAIVER OF CLASS ACTION
By using the Website, you agree to resolve any claim or dispute arising between you and us on an individual basis, rather than addressing such claim or dispute as part of a group or class. You hereby waive any right you may have to commence or participate in any class action lawsuit commenced against SUNDOWN TECHNOLOGIES INC. or its affiliates related to any claim, dispute or controversy arising from your use of the Website. Where applicable, you hereby agree to opt out of any class proceeding against SUNDOWN TECHNOLOGIES INC. otherwise commenced.
The above waiver shall not apply to claims or disputes arising under consumer protection legislation or any other claim or dispute where a waiver of class action lawsuits is unenforceable at law.
16. MOBILE MESSAGING TERMS
SUNDOWN TECHNOLOGIES INC. operates a mobile messaging program (the “Program”) subject to these Mobile Messaging Terms and Conditions (the “Mobile Messaging Terms”). The Program and our collection and use of your personal information is also subject to our Privacy Policy at myalibi.io. By enrolling, signing up, or otherwise agreeing to participate in the Program, you accept and agree to these Mobile Messaging Terms and our Privacy Policy.
Program Description
We may send promotional and transactional mobile messages in various formats through the Program. Promotional messages advertise and promote our products and services and may include promotions, specials, and other marketing offers. Transactional messages relate to an existing or ongoing transaction and may include booking notifications and updates, booking reminders, and other transaction-related information. Mobile messages may be sent using an automated technology, including an autodialer, automated system, or automatic telephone dialing system. Message frequency will vary. You agree that we, our affiliates, and any third-party service providers may send you messages regarding the foregoing topics or any topic and that such messages and/or calls may be made or placed using different telephone numbers or short codes. We do not charge for mobile messages sent through the Program but you are responsible for any message and data rates imposed by your mobile provider, as standard data and message rates may apply for SMS and MMS alerts.
User Opt-In
By providing your mobile phone number to us, you are voluntarily opting in to the Program and you agree to receive recurring mobile messages from us at the mobile phone number associated with your opt-in, even if such number is registered on any provincial or federal “Do Not Call” list. You agree that any mobile phone number you provide to us is a valid mobile phone number of which you are the owner or authorized user. If you change your mobile phone number or are no longer the owner or authorized user of the mobile phone number, you agree to promptly notify us at support@myalibi.io. Your participation in the Program is not required to make any purchase from us and your participation in the Program is completely voluntary.
User Opt-Out and Support
You may opt-out of the Program at any time. If you wish to opt-out of the Program and stop receiving mobile messages from us, or you no longer agree to these Mobile Messaging Terms, reply STOP, QUIT, CANCEL, OPT-OUT, and/or UNSUBSCRIBE to any mobile message from us. You may continue to receive text messages for a short period while we process your request and you may receive a one-time opt-out confirmation message. You understand and agree that the foregoing is the only reasonable method of opting out. Our mobile messaging platform may not recognize requests that modify the foregoing commands, and you agree that we and our service providers will not be liable for failing to honor requests that do not comply with the requirements in these Mobile Messaging Terms. We may also change the telephone number or short code we use to operate the Program and we will notify you of any such change. You acknowledge that any requests sent to a telephone number or short code that has been changed may not be received by us and we will not be responsible for failing to honor a request sent to a telephone number or short code that has been changed.
Disclaimer of Warranty and Liability
The Program is offered on an “as-is” basis and may not be available in all areas, at all times, or on all mobile providers. You agree that neither we nor our service providers will be liable for any failed, delayed, or misdirected delivery of any mobile message or information sent through the Program.
Modifications
We may modify or cancel the Program or any of its features at any time, with or without notice. To the extent permitted by applicable law, we may also modify these Mobile Messaging Terms at any time. Any such modification will take effect when it is posted to our website. You agree to review these Mobile Messaging Terms periodically to ensure that you are aware of any modifications. Your continued participation in the Program will constitute your acceptance of those modifications.
17. GENERAL TERMS
a. AMENDING THESE TERMS OF USE
These Terms of Use may be updated and amended from time to time. We reserve the right to change these Terms of Use at any time, and any amended Terms of Use are effective upon posting to the Website. We will make efforts to communicate any changes to these Terms of Use we deem material, in our sole discretion, via email or notifications on the Website. Your continued use of the Website will be deemed to be immediate and unconditional acceptance of any amended Terms of Use, whether or not we deemed the amendments to be material.
b. ASSIGNMENT
We may assign or delegate these Terms of Use, in whole or in part, to any person or entity at any time with or without your consent and without prior notice to you. Users may not assign or delegate any rights or obligations under these Terms of Use, without our prior written consent, and any unauthorized assignment and delegation is void.
c. NO WAIVER
No waiver of a provision, right or remedy of this Agreement shall operate as a waiver of any other provision, right or remedy or the same provision, right or remedy on a future occasion.
d. NO AGENCY
The parties to these Terms of Use are independent contractors and are not partners or agents. SUNDOWN TECHNOLOGIES INC. has no fiduciary obligations or professional obligations whatsoever to you arising from these Terms of Use or your use of the Website.
e. SEVERABILITY
In the event that any provision or part of this Agreement is found to be void or invalid by a court of law, the remaining provisions, or parts thereof, shall be and remain in full force and effect.
f. ENTIRE AGREEMENT
These Terms of Use, in conjunction with all policies and guidelines available on the Website (including but not limited to any Privacy Policy), incorporated by reference, constitute the entire agreement between you and SUNDOWN TECHNOLOGIES INC. and supersede all prior communications, agreements and understandings, written or oral, with respect to the subject matter of these Terms of Use.
18. QUESTIONS ON THESE TERMS OF USE We welcome you to contact us with any questions on these Terms of Use. You can send your questions regarding these Terms of Use to the following email address: support@myalibi.io
19. ADDITIONAL TERMS
The following additional terms and conditions apply to the use of the Website:
SUNDOWN TECHNOLOGIES INC. operates a mobile messaging program (the “Program”) subject to these Mobile Messaging Terms and Conditions (the “Mobile Messaging Terms”). The Program and our collection and use of your personal information is also subject to our Privacy Policy at myalibi.io. By enrolling, signing up, or otherwise agreeing to participate in the Program, you accept and agree to these Mobile Messaging Terms and our Privacy Policy.
Any cancellation or "no show" fees are set by the venue at which a booking was made and as such, any dispute regarding the charge should be brought to the attention of the venue. You agree that you will pay for all tickets/cover purchased using the SUNDOWN TECHNOLOGIES INC. service.
You agree that SUNDOWN TECHNOLOGIES INC. may charge your payment method for any tickets purchased and for any additional fees, which include: late fees, taxes, delivery fees, chargebacks, service fees, or transfer fees. You agree that you are responsible for providing SUNDOWN TECHNOLOGIES INC. with a valid payment method for all payments and for the timely payment of all purchases.
Each ticket purchased is valid for one night only unless stated otherwise on the ticket. SUNDOWN TECHNOLOGIES INC. is not liable for any damages or funds lost due to tickets or cover not being redeemed.
All sales are final and non-refundable unless otherwise determined by SUNDOWN TECHNOLOGIES INC. Prices offered for the services are subject to change at any time. SUNDOWN TECHNOLOGIES INC. does not provide protection in the event of a price reduction or promotional offering. The total price will include the price of any ticket and the appropriate tax or fee. All charges are due immediately and failure to comply due to an invalid or expired payment method may result in excess charges and a possible discontinuance of your account.
As a registered user of SUNDOWN TECHNOLOGIES INC., you will create an account. Do NOT reveal your account information to anyone else. You are responsible for maintaining the security and confidentiality of the account. You are responsible for any and all activities that occur on your account. You agree to immediately notify the SUNDOWN TECHNOLOGIES INC. team if there is a security breach of any time. You agree that SUNDOWN TECHNOLOGIES INC. is not responsible for any losses arising out of the unauthorized use of your account.
You agree to provide SUNDOWN TECHNOLOGIES INC. with accurate and complete information when you register with the SUNDOWN TECHNOLOGIES INC. service. You agree to update your account in order to make it accurate. You agree that SUNDOWN TECHNOLOGIES INC. may store and use any registration data you provide.
When registering with the SUNDOWN TECHNOLOGIES INC. service you agree that you are inputting your own information.
You agree that the SUNDOWN TECHNOLOGIES INC. service includes the passes, logo, interface, graphics, videos, pictures, sounds, scripts, software, contains proprietary information that is owned by SUNDOWN TECHNOLOGIES INC. including but not limited to service- mark. You agree that you will not use, change, rent, sell, loan, reproduce, or exploit any form of the SUNDOWN TECHNOLOGIES INC. service. You are granted no right to use any aspect of the SUNDOWN TECHNOLOGIES INC. service that is under service-mark within Canada.
Each SUNDOWN TECHNOLOGIES INC. ticket or cover DOES NOT guarantee entry to any location. Admittance of individuals is up to the discretion of the respected venue. SUNDOWN TECHNOLOGIES INC. is not liable for any repercussions due to lack of admittance to a venue.
Failure to uphold any provision of this agreement, SUNDOWN TECHNOLOGIES INC.reserves the right to suspend, alter, or disable any or all access to any SUNDOWN TECHNOLOGIES INC. service or content. SUNDOWN TECHNOLOGIES INC. is not liable for these changes. SUNDOWN TECHNOLOGIES INC. reserves the right to terminate this agreement and hold you liable for all amounts due.
SUNDOWN TECHNOLOGIES INC. does not guarantee the experience to be error-free. You agree that SUNDOWN TECHNOLOGIES INC. can make changes or cancel the service at any time for any amount of time without notice.
You agree to use the SUNDOWN TECHNOLOGIES INC. service at your own risk. No representative, director, or employee will be liable for any direct or consequential damages arising from your use of the SUNDOWN TECHNOLOGIES INC. service.
You agree that all information submitted to you is at your sole risk. SUNDOWN TECHNOLOGIES INC. will do it’s best to protect that information.
With this agreement, you agree to comply with all local and federal laws while using the SUNDOWN TECHNOLOGIES INC. service.
20. CONFIRMATION OF AGREEMENT TO TERMS OF USE
BY PROCEEDING TO USE THE WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS OF USE AND ANY POLICIES AND NOTICES POSTED ON THE WEBSITE.