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Terms of Use

PLEASE READ THESE TERMS OF USE OF USE CAREFULLY BEFORE USING THIS WEBSITE. Access to and use of this website (www.darklyentertainment.com) (this “Site”) is subject to the following terms (“Terms of Use”): Acceptance of Terms By visiting and using this Site you accept and agree to be bound by these Terms of Use, including any future modifications, and to abide by all applicable laws, rules and regulations. If you do not agree with any of these Terms of Use, please do not use this Site. Please note that these Terms of Use may be revised and reissued without notice at any time by updating this posting. Your continued use of this Site will be deemed acceptance of any revisions. PLEASE NOTE THAT THE “ARBITRATION AGREEMENT” SECTION BELOW CONTAINS PROVISIONS THAT REQUIRE (i) WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING BETWEEN YOU AND COMPANY UNDER THIS AGREEMENT TO BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT, AND (ii) YOU AND COMPANY WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES.  BY USING THIS SITE AND ACCEPTING THIS AGREEMENT, YOU AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT.  PLEASE READ IT CAREFULLY. Access Company may change, suspend or discontinue this Site (or any feature thereof) at any time.  Company may also impose limits on certain features and services offered on this Site or restrict your access to parts or all of this website without notice or liability.  You acknowledge that from time to time the website may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Company may undertake from time to time; or (iii) causes beyond the control of Company or which are not reasonably foreseeable by Company. Legal Disclaimer This Site has been prepared solely for the purpose of providing information about services and products of Darkly Entertainment and its parent Nicely Entertainment. This Site is maintained and updated in good faith. However, no representation is made as to the completeness or accuracy of the information on this Site. In particular, you should be aware that this information may be incomplete, may contain errors or may have become out of date. Nicely Entertainment reserves the right to add, modify or delete any information on this Site at any time. Content on this Website This Site and the content and materials contained on this Site (collectively, “Content”) are protected by copyrights, patents, trade secrets or other intellectual property and proprietary rights under the laws of the United States and other countries. Nicely Entertainment respects the intellectual property rights of others and asks users of this Site to do the same. Your right to make use of this Site and any Content appearing on it is subject to your compliance with these Terms of Use. This Site and any Content appearing on it may be used only for your personal and non-commercial use. You agree not to copy, reproduce, modify, display, perform, publish, create derivative works from, or store any content or materials appearing on this Site, without the express prior written consent of Nicely.  You may not, without the Company’s written permission, “mirror” any Content contained on the Site or any other server.  You may not use the Site for any purpose that is unlawful or prohibited by the Agreement.  You may not use the Site in any manner that could damage, disable, overburden, or impair the Site, or interfere with any other party’s use and enjoyment of the Site.  You may not attempt to gain unauthorized access to the Site through hacking, password mining or any other means.  Company reserves the right, in its sole discretion, to terminate your access to the Site, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice. Use or modification of the Content on this Site for any purpose not permitted by these Terms of Use is prohibited. Notice and Procedure for Making Claims of Copyright Infringement If you are a copyright owner or an agent thereof and believe that any Content on this Site infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act by providing our Designated Agent (as set forth below) with the following information in writing:
  • Your physical or electronic signature or the physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on this Site are covered by a single notification, a representative list of such works on this Site;
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
  • Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
  • A statement by you that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Designated Agent: Nicely Entertainment Email:  info@nicelyentertainment.com Phone: +1-323-682-8029 Privacy Your use of this Site also is governed by our Privacy Policy, which is incorporated into and is part of these Terms by this reference. External Links and Services Company may provide, or third parties may provide, links to other websites, applications, resources or other services created by unaffiliated third parties (“External Services”), such as Facebook and Twitter. When you engage with a provider of an External Service, you are interacting with the unaffiliated third party, not with Company.  If you choose to use an External Service and share information with it, the provider of the External Service may use and share your data in accordance with its privacy policy and your privacy settings on such External Service.  Company encourages you not to provide any personally identifiable information to or through any External Service unless you know and are comfortable with the party with whom you are interacting.  In addition, the provider of the External Service may use other parties to provide portions of the application or service to you, such as technology, development or other services.  When you access External Services, you do so at your own risk. Disclaimer of Warranties YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK. THIS WEBSITE AND ALL CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS CONTAINED OR USED IN THE OPERATION OF THIS WEBSITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AND WARRANTIES IMPLIED FOR A COURSE OF PERFORMANCE OR COURSE OF DEALING, AS WELL AS ANY GUARANTY OR ASSURANCE THE WEBSITE OR ANY CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS WILL BE AVAILABLE, UNINTERRUPTED OR ERROR FREE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) RESULTING FROM USE OF THIS WEBSITE, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH ITS USE, ATTENDANCE AT A COMPANY EVENT, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THIS WEBSITE, ANY THIRD PARTY ADVERTISEMENT OR THIRD PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THIS WEBSITE.  YOUR USE OF USER CONTENT, THIRD PARTY ADVERTISEMENTS, THIRD PARTY SERVICES AND THE GOODS OR SERVICES PROVIDED BY ANY THIRD PARTIES IS SOLELY YOUR RESPONSIBILITY AND AT YOUR OWN RISK.  YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS WEBSITE, AND ANY INFORMATION TRANSMITTED OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES.  WITHOUT LIMITING THE FOREGOING, NICELY IS NOT RESPONSIBLE OR LIABLE FOR ANY MALICIOUS CODE, DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THIS WEBSITE.  TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ASSUME RESPONSIBILITY FOR THE ENTIRE COST OF ANY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY OR RECOVERY OR RECONSTRUCTION OF LOST DATA NECESSITATED BY YOUR USE OF THE COMPANY SERVICES. Limitation of Liability NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NICELY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO NICELY FOR THE WEBSITE DURING THE TERM OF YOUR USE OF THE WEBSITE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NICELY WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OTHER THAN THE AMOUNT PAID, IF ANY, BY YOU TO NICELY FOR THE WEBSITE DURING THE TERM OF YOUR USE OF THE WEBSITE, INCLUDING ANY OTHER GENERAL, DIRECT, INDIRECT, COMPENSATORY, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, AND INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE WEBSITE. YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF COMPANY’S ACTS OR OMISSIONS OR YOUR USE OF THIS WEBSITE ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON’S ABILITY TO ACCESS ANY PORTION OF THIS WEBSITE. THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. Arbitration Agreement and Class Action Waiver
  • Company, including its Company Affiliates, agents, employees, predecessors in interest, successors, and assigns, and you agree that any Dispute (as defined herein) between you and Company, regarding any aspect of your relationship with Company, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court.  Each of you and Company agrees to give up the right to sue in court.
  • The term “Dispute” is to be given the broadest possible meaning that will be enforced, and shall include any dispute, claim, demand, count, cause of action, or controversy between you and Company, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory.  The term “Dispute” specifically includes, but is not limited to, any disputes, actions, claims, or controversies between you and the Company that arise from or in any way relate to or concern any Content, products or services provided by Company including but not limited to the Company Services (as defined above), this Arbitration Agreement, any other aspect of these Terms of Use (including their applicability and their conformance to applicable law), any billing disputes, and any disputes relating to telephonic, text message, or any other communications either of us received from the other.  The only exceptions to this Arbitration Agreement are that (i) each of you and Company retains the right to sue in small claims court and (ii) each of you and Company may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights.  Disputes over whether these exceptions apply shall be resolved by the court in which such action has been brought; all other disputes over arbitrability shall be resolved by the arbitrator.
  • Each of you and Company also agrees to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and Company.
  • There is no judge or jury in arbitration, and court review of an arbitration award is limited.  An arbitrator must follow this Arbitration Agreement.  The arbitrator, however, can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, or statutory damages); provided that they are recoverable under these Terms of Use.
  • Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Phoenix, Arizona. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures [and in accordance with the Expedited Procedures in those Rules] [or pursuant to JAMS’ Streamlined Arbitration Rules and Procedures]. Judgment on the Award may be entered in any court having jurisdiction.
Indemnity You agree to indemnify, defend and hold Nicely and its affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees), arising in any way out of or in connection with (a) your use of this Site, (b) your breach or violation of these Terms of Use; or (c) your violation of any rights of another. Nicely reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request. Governing Law These Terms of Use shall be governed by, construed and enforced in accordance with the laws of the State of Arizona, without regard to its conflict of law provision.  Except with respect to Disputes to be resolved through an arbitration process in accordance with the Arbitration Agreement contained above, you and Company agree to submit to the exclusive jurisdiction of the courts located in Phoenix, Arizona to resolve any Dispute arising out of these Terms or this Site. YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THESE TERMS OF USE. YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THESE TERMS OF USE OR THIS WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES.  AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED. Miscellaneous These Terms of Use contain the complete and entire understanding and agreement between you and Nicely concerning this Site and supersedes any and all prior or contemporaneous understandings relating to this website and your use thereof. These Terms of Use cannot be changed orally. Except as otherwise expressly provided herein, if any provision of these Terms of Use is unlawful, void or unenforceable, that provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.   The failure of Nicely to exercise or enforce any right or provision of these Terms of Use will not operate as a waiver of such right or provision. The Section titles in these Terms of Use are for convenience only and have no legal or contractual effect.  These Terms of Use operate to the fullest extent permissible by law. You agree that any notices the Company may be required by applicable law to send to you will be effective upon Company’s sending an e-mail message to the e-mail address you have on file with Company or publishing such notices on the informational page(s) of this Site. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Company as a result of these Terms of Use or your use of this Site.  A printed version of these Terms of Use and of any notice related to it shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent as other business documents and records originally generated and maintained in printed form Nothing contained in these Terms of Use limits Company’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of this Site or information provided to or gathered by us in connection with such use. Nicely reserves the right to modify or discontinue, temporarily or permanently, all or any part of this Site and/or any Content, software, functions, and services on this Site, with or without notice, and/or to establish general guidelines and limitations on their use. The Company is based in the United States and this Site is hosted in the United States.  If you use this Site from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to such use.
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