Welcome to Nightlife Underground—a social network for men. Before you can participate in our social network, we require that you agree to these Terms of Service. For the purpose of these Terms of Service, the words "we", "us", and "Nightlife Underground" refer to Spec Entity Media, Inc. a New York Corporation. "You" means you, the person who is reading these Terms of Service. "Site" and “NightlifeUnderground.com” refer to our website, http://www.NightlifeUnderground.com.

In order to join NightlifeUnderground.com, you have to be eighteen years of age or older, and you must give us a username, password, date of birth, city, and e-mail address.

Certain actions may compromise the safety and quality of Nightlife Underground for other users, or Nightlife Underground itself. If you do any of the following, Nightlife Underground reserves the right to terminate your Nightlife Underground.com account:

            Deceive us when signing up to NightlifeUnderground.com, including misrepresenting whether you are eighteen years of age or older.

            Use an offensive username. Nightlife Underground will unilaterally decide what constitutes "offensive".

            Post content which we find objectionable. This includes, but is not limited to, adult pornography, child pornography, illegal content, hateful content like anti-Semitism, threats, spam, and content which encourages unsafe acts. Nightlife Underground will determine what’s offensive at its own discretion.

            Use NightlifeUnderground.com as a platform to spam people, or, without the express permission of Nightlife Underground, to solicit business from people.

            Hack, crack, phish, or otherwise compromise the security, safety, or privacy of NightlifeUnderground.com, its network, website, servers, or users.

            Create multiple NightlifeUnderground.com accounts.

            Infringe on other’s intellectual property rights, including copyrighted material and trademarks.

            Defame people.

            Run any script or other program which is designed to search, index, or aggregate NightlifeUnderground.com without our express permission.

            Defraud others.

Depending on the severity of your conduct, Nightlife Underground may send you a warning first rather than banning you outright. However, Nightlife Underground is by no means required to send you a warning, and we may terminate your account without notice. The fact that we may warn some people about their infractions without terminating them is not a waiver of our absolute right to terminate you without notice, even if it’s for the exact same offense as someone else who didn’t get terminated.

Nightlife Underground may, but is under no obligation to, choose to make available Nightlife Underground Classifieds to you—a service which allows NightlifeUnderground.com users to offer and purchase goods and services from each other. Here are a few important points to keep in mind about Nightlife Underground Classifieds:

            Nightlife Underground is not a party to any of the Nightlife Underground Classifieds transactions. It’s up to the buyer and seller to conduct business with each other, and it’s they assume all risks with the transaction, including the risk that the other party may defraud you.

            Bandwidth isn’t free. Classifieds tend to consume much more bandwidth than other posts, so there will be a fee involved for anybody who posts an ad on Nightlife Underground Classifieds to cover the cost of their ad. The relevant fees will be posted online, and you will have to pay them before your ad goes up.

            Nightlife Underground Classifieds is subject to the same terms as the rest of NightlifeUnderground.com. That means that regardless of whether you paid to post an ad, if it wouldn’t be allowed elsewhere on the site under our “PROHIBITED CONDUCT” provisions, it can’t go up on the Nightlife Underground Classifieds section.

            We reserve the right to remove anything that we deem to be illegal or unsafe. Also, even if something is legal to buy or sell with a license, we don’t have the facilities to verify your license status, so don’t post anything that’s illegal to buy or sell without a license, even if you have a license. This means no firearms or liquor, even if you’re licensed to sell them. It’s not that we have any political opposition to firearms or alcohol—we just don’t want the BATF breathing down our necks.

            If you violate our terms for posting to Nightlife Underground Classifieds by posting something that’s subject to licensing laws, or something that falls under the “PROHIBITED CONDUCT” category, we may remove your posting and keep the fee that was paid to post the ad.

As a user of NightlifeUnderground.com, you will be able to post content on our website. You agree that by posting any content, you are giving Nightlife Underground a complete, irrevocable, sub-licensable, universal, perpetual license to use that content, both commercially and non-commercially, including the ability to republish it elsewhere. You agree to indemnify us for any damages resulting from any intellectual property rights that you infringe on during your use of NightlifeUnderground.com, so if you do not have full rights in the content that you intend to post, do not post it.

You agree to hold harmless Nightlife Underground and its directors, officers, employees, agents, contractors for any damages, which may arise from or related to your use of NightlifeUnderground.com.

Choice of Law and Statute of Limitations.

We recognize that our users may live in a number of different states or even countries with varying legal systems. So a few things: (1) By viewing or using NightlifeUnderground.com you agree that it is a passive website, which means we (NightlifeUnderground.com and its owners) are not subject to jurisdiction anywhere other than as outlined below; and (2) For the sake of keeping things uniform and running smoothly, we need to select one jurisdiction that we can agree to solve disputes in, regardless of where a user is located. Therefore, you agree that these Terms of Service, and any breaches of it, are deemed to occur in Patchogue, New York, USA. The laws which apply to these Terms of Service are those applicable in Patchogue, New York, USA. Furthermore, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED NIGHTLIFEUNDERGROUND.COM MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, IT IS PERMANENTLY BARRED.

It is agreed and understod in the event of a dispute there will be a one year staute of limitations for any claim. Any disput within such period will be resolved at binding arbitration at american arbitration Under no circumstances will Nightlife Underground be liable for any costs of arbitration, In the even Nightlife Underground is declared the winning party then Nightlife Underground will be entitled to attorney;s fees to be paid by the losing party or parties, No dispute can be certified or qualified as a class action. Each person asserting a dispute must make such claim individually unless otherwise agreed to. The arbitration will take place only in Suffolk County New York and the laws of New York State will apply. 

If any portion of this agreement is unenforceable or invalid the remainder of teh agreement will survive in full force and affect

This agreement may be executed in parts together which will be deemed a whole and fax or electronic signatures shall be deemed originals.

Notice how we said “unless not otherwise allowed by law” above? Don’t worry—Nightlife Underground has a plan for that, too. If a dispute can’t be resolved by arbitration, you agree to resolve the dispute in a court that’s allowed to decide the case in Patchogue, New York, USA. If there isn’t a court allowed to decide the case in Patchogue, then you (or we, as the case may be) can bring the case in the next closest court to Patchogue that has the authority to hear and decide the case.

We support your right to take legal action for legitimate grievances. But, if you bring a lawsuit or arbitration action in any forum other than one described above, it will cause a bunch of unnecessary legal fees for us. Therefore, you agree that by bringing a lawsuit other than allowed by our “Dispute Resolution” section, we’re entitled to inform you that it violates our agreement. If you don’t withdraw the lawsuit after we ask you to, we can have that lawsuit dismissed from the forum that you filed it in, and you will be responsible for paying for our reasonable attorneys’ fees related to the dismissal, plus up to $1000 for our court fees and disbursements.

Nightlife Underground values constructive criticism about its service. However, comments about Nightlife Underground directed to third parties that disparage Nightlife Underground negatively affect us. You agree by becoming a member of Nightlife Underground that you will only contact us by e-mail at info@NightlifeUnderground.com to criticize Nightlife Underground, its affiliates, or services, or else we may terminate you and seek compensation from you for any damage caused by your breach of this provision.

Sometimes, people mutually agree to stuff that courts just won’t uphold. That shouldn’t affect the intent of our contract, though, so you agree that if a judge declares a portion of these Terms of Service of no effect, the rest of the Terms of Service will stay in effect as much as is still possible without the part that the judge struck down.

Nightlife Underground respects your privacy. To this end, we have written a Privacy Policy which is designed to inform you of how we will use and protect the information that you disclose to us. The Privacy Policy should be considered an integral part of these Terms of Service, but is rather lengthy in its own right, so you can view it independently at http://www.NightlifeUnderground.com/privacy-policy

Nightlife Underground is opposed to copyright infringement. As such, we are registered in accordance with the Digital Millennium Copyright Act (“DMCA”) to receive notices of infringement. To send us a DMCA takedown notice, please contact:

Legal Department

C/O NIGHTLIFE UNDERGROUND

P.O.BOX 1058 Nesconset NY 11767

(631) 648-9554

info@NightlifeUnderground.com

The DMCA notice should identify the name of the copyright owner and if applicable, your name if you are someone other than the owner, the title (and preferably URL, if Internet-based) of the work being infringed, the location of the infringing material on NightlifeUnderground.com, and the following statement:

I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law. The information in this notification is accurate and I swear, under penalty of perjury, that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You must sign and notarize the notice and send it to us certified via USPS.

NightlifeUnderground.com may contain, or you may be sent to, third party content, such as music, videos, images, information, software, and other content belong to or originating from third parties, such as YouTube, Facebook, and MySpace. Nightlife Underground is not responsible for this content, and any availability of the content on the Nightlife Underground website does not imply our endorsement of it.

Nightlife Underground may also offer you the ability to use APIs to interface with third party websites such as other social networks, news websites, and so on. For example, we may let you link your Nightlife Underground and Facebook.com user experiences so that you can share content from one website account with another. Nightlife Underground has no control over the actions of these third party websites. You agree to hold harmless and indemnify Nightlife Underground for any damages arising from your use of these third party websites.

Even if we would otherwise be responsible for damages, you agree not to hold us liable for any damages caused to you that arise from circumstances beyond our control, including but not limited to acts of God, war, terrorism, riots, insurrection, acts of civil or military authorities, fire, floods, accidents, strikes, failure of communications, or shortages of transportation facilities, fuel, energy, labor, materials, or any other important infrastructure.

OF SUCH DAMAGES.

NIGHTLIFEUNDERGROUND.COM, ALONG WITH ANY MATERIALS, OFFERS, PROGRAMS, DATA, ADVERTISERS\' UNDERLYING PRODUCTS AND SERVICES, INFORMATION AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED (INCLUDING, WITHOUT LIMITATION, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). NIGHTLIFEUNDERGROUND.COM AND/OR AFFILIATED COMPANIES’ UNDERLYING PRODUCTS AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. NIGHTLIFE UNDERGROUND AND/OR ADVERTISER HAVE NO LIABILITY, WHATSOEVER, TO YOU OR ANY THIRD PARTY, FOR YOUR USE OF, OR INABILITY TO USE, THE SITE, SERVICE, MATERIALS, OFFERS, PROGRAMS, DATA AND/OR AFFILIATED COMPANIES’ UNDERLYING PRODUCTS OR SERVICES AND NIGHTLIFE UNDERGROUND DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, THAT YOUR USE OF SAME WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY OF THE PROGRAMS WILL BE AVAILABLE TO YOU. THE NEGATION OF DAMAGES SET FORTH HEREINABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES INVOLVED, INCLUDING YOU AND NIGHTLIFE UNDERGROUND. YOU AGREE AND ACCEPT THAT THE SITE WOULD NOT BE PROVIDED TO YOU WITHOUT THE LIMITATIONS SET FORTH. NIGHTLIFE UNDERGROUND MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY RESULTS OBTAINABLE THROUGH THE SITE, NETWORK, MATERIALS, OFFERS, DATA AND/OR PROGRAMS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NIGHTLIFE UNDERGROUND, THROUGH THE SITE, NETWORK, OFFERS, DATA AND/OR PROGRAMS SHALL CREATE ANY WARRANTY, REPRESENTATION AND/OR GUARANTEE NOT EXPRESSLY STATED IN THE AGREEMENT. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION(S) MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, NIGHTLIFE UNDERGROUND AND/OR AFFILIATES’ LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMISSIBLE BY LAW. THIS SECTION WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.