Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and SafeNight Inc. ("SafeNight," "we," "us," or "our") governing your access to and use of the SafeNight platform, website (safenightvenue.com), and related services (collectively, the "Service").

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Service. If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

2. Description of Service

SafeNight provides a cloud-based venue safety management platform that includes:

• Real-time incident logging and documentation
• Capacity tracking via POS system integration
• AI-powered safety scoring and risk assessment
• Staff coordination and notification tools
• Compliance reporting for regulatory and insurance purposes
• POS integration with Toast, Square, and Clover systems

SafeNight is a safety management tool designed to assist venues with compliance and risk management. SafeNight does not replace legal counsel, security personnel, or emergency services. You remain solely responsible for the safety and security of your venue, staff, and patrons.

3. Account Terms

• You must provide accurate, complete, and current information when creating an account.
• You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.
• You must notify us immediately of any unauthorized use of your account.
• You must be at least 18 years old and have the legal authority to enter into these Terms.
• One person or legal entity may not maintain more than one account without prior written consent.
• You are responsible for all content posted and activity that occurs under your account, including content posted by staff members you authorize.

4. User Responsibilities

When using the Service, you agree to:

• Use the Service only for lawful purposes and in accordance with these Terms.
• Provide accurate and truthful information in all incident reports, capacity data, and other records.
• Maintain appropriate physical security measures at your venue independent of the Service.
• Ensure that all staff members who access the Service are properly trained on its use.
• Comply with all applicable local, state, and federal laws and regulations, including liquor licensing requirements.
• Not attempt to reverse-engineer, decompile, or disassemble any part of the Service.
• Not use the Service to store or transmit malicious code, or to interfere with the Service's operation.
• Not share your account credentials with unauthorized third parties.

5. Billing and Payment

Subscription Plans

SafeNight offers the following pricing structures:

• SafeNight Certification: A one-time fee for venue assessment, training, and certification services.
• Venue Safety Suite: A recurring monthly subscription for full platform access.
• Enterprise: Custom pricing based on scope and requirements, governed by a separate enterprise agreement.

Payment Terms

• Monthly subscriptions are billed in advance on a recurring basis.
• All fees are quoted in U.S. dollars and are non-refundable except as expressly stated in these Terms.
• You authorize us to charge the payment method on file for all applicable fees.
• If payment fails, we will notify you and may suspend access to the Service after a 7-day grace period.
• We reserve the right to change pricing with 30 days' advance written notice. Price changes will take effect at the start of your next billing cycle.

Cancellation

You may cancel your monthly subscription at any time. Cancellation takes effect at the end of the current billing period. You will retain access to the Service until the end of your paid period. No partial refunds are provided for unused portions of a billing period.

6. Intellectual Property

• Our IP: The Service, including its design, code, algorithms, AI models, branding, and documentation, is the exclusive property of SafeNight Inc. and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works of any part of the Service.
• Your Data: You retain all rights to the data you input into the Service, including incident reports, venue configurations, and staff information. You grant SafeNight a limited license to use this data solely to provide and improve the Service.
• Aggregated Data: We may use anonymized, aggregated data derived from your use of the Service for analytics, benchmarking, and product improvement purposes. This data will not identify you or your venue.
• Feedback: Any suggestions, ideas, or feedback you provide about the Service may be used by SafeNight without restriction or compensation.

7. Data and Privacy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your data. By using the Service, you consent to the data practices described in the Privacy Policy.

• POS integrations use read-only OAuth connections. We do not access, store, or process payment card data.
• All data is encrypted at rest and in transit.
• You may request export or deletion of your data at any time by contacting us.

8. Service Availability and Support

• We strive to maintain 99.9% uptime but do not guarantee uninterrupted access to the Service.
• We may perform scheduled maintenance with reasonable advance notice.
• Support is provided via email for all plans. Dedicated account management is included with Venue Safety Suite and Enterprise plans.
• We reserve the right to modify, suspend, or discontinue any feature of the Service with reasonable notice.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• SafeNight provides the Service "AS IS" and "AS AVAILABLE" without warranties of any kind, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• SafeNight does not warrant that the Service will prevent incidents, ensure regulatory compliance, or eliminate legal liability for your venue.
• In no event shall SafeNight be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, goodwill, or business opportunities, arising from your use of the Service.
• SafeNight's total aggregate liability for any claims arising from or related to the Service shall not exceed the total fees paid by you to SafeNight in the twelve (12) months preceding the claim.
• SafeNight is not liable for any actions, omissions, injuries, or incidents that occur at your venue, regardless of whether SafeNight's tools or reports were used in connection with such events.

10. Indemnification

You agree to indemnify, defend, and hold harmless SafeNight Inc., its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Any incident, injury, or claim arising from the operation of your venue
• Any data or content you submit to the Service

11. Termination

• By You: You may terminate your account at any time by canceling your subscription and contacting us at support@safenightvenue.com.
• By Us: We may suspend or terminate your access to the Service immediately, without prior notice, if you breach these Terms, fail to pay applicable fees, or if we reasonably believe your use poses a risk to the Service or other users.
• Effect of Termination: Upon termination, your right to use the Service ceases immediately. We will retain your data for 90 days after termination, during which you may request an export. After 90 days, we may delete your data permanently.
• Survival: Sections relating to intellectual property, limitation of liability, indemnification, and governing law survive termination.

12. Dispute Resolution

Any dispute arising from or relating to these Terms or the Service shall be resolved as follows:

• Informal Resolution: The parties shall first attempt to resolve any dispute informally by contacting us at support@safenightvenue.com. Most disputes can be resolved within 30 days of initial contact.
• Arbitration: If informal resolution fails, disputes shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
• Class Action Waiver: You agree to resolve disputes with SafeNight on an individual basis and waive any right to participate in a class action lawsuit or class-wide arbitration.

13. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws provisions. Any legal action not subject to arbitration shall be brought exclusively in the state or federal courts located in Texas.

14. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any applicable enterprise agreement, constitute the entire agreement between you and SafeNight regarding the Service.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver: Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision.
• Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.
• Notices: We may provide notices to you via email, in-app notification, or by posting on the Service. You may provide notices to us at support@safenightvenue.com.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. We will provide at least 30 days' notice of material changes by email or by posting a notice on the Service. Your continued use of the Service after changes take effect constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service and cancel your account.

16. Contact Us

If you have questions about these Terms of Service, contact us at:

SafeNight Inc.
Email: support@safenightvenue.com
Website: safenightvenue.com