LastNight

1. Acceptance and Eligibility

By accessing or using the LastNight platform, website, mobile applications, and related services (collectively, the "Platform"), you agree to be legally bound by these Terms of Service ("Terms"). If you do not agree to all provisions of these Terms, you must immediately discontinue use of the Platform.

You represent and warrant that you are at least eighteen (18) years old or the age of majority in your jurisdiction, and that you have full legal capacity to enter into these Terms. If you use the Platform on behalf of a business or other legal entity, you represent that you are authorized to bind such entity and that such entity agrees to be bound by these Terms.

2. Nature of the Platform and Disclaimer of Control

LastNight is a technology platform that enables third-party event organizers to list, promote, and sell tickets to events, and enables users to discover and attend such events. LastNight is not an event organizer, venue operator, promoter, talent agent, booking agent, security provider, or insurer.

LastNight does not host, manage, supervise, control, inspect, or monitor any event or venue. All events are independently organized and operated by third-party organizers. LastNight does not guarantee that any event will occur as advertised, comply with applicable laws, meet safety standards, or meet user expectations. Event descriptions, images, schedules, pricing, and representations are provided solely by organizers and are not endorsed or verified by LastNight.

3. Assumption of Risk

You acknowledge and agree that attending events involves inherent risks, including but not limited to personal injury, illness, death, property damage, theft, crowd behavior, alcohol consumption, criminal acts, violence, civil unrest, weather conditions, and acts of third parties beyond LastNight's control.

You voluntarily assume all risks associated with attending events or hosting events listed on the Platform. LastNight does not assume any duty of care related to events, venues, or user conduct. By using the Platform, you release LastNight from all liability related to event attendance or operation.

4. No Responsibility for Events or Third Parties

To the fullest extent permitted by law, LastNight shall have no liability or responsibility for:

• The conduct, acts, or omissions of organizers, attendees, venues, performers, vendors, or any third parties
• Personal injury, death, property damage, loss, or theft occurring before, during, or after any event
• Event cancellations, postponements, changes, delays, or venue substitutions
• Compliance with laws, permits, licenses, or safety regulations
• Alcohol service, crowd management, security, or capacity enforcement
• Any disputes between users, including organizers and attendees
• Discrimination, harassment, assault, or any illegal conduct by third parties
• Verification of identities, credentials, licenses, or insurance of organizers or venues

5. Account Registration and User Obligations

You must create an account to access certain features, including hosting events or purchasing tickets. You agree to provide accurate, complete, and current information and to keep it updated.

You are solely responsible for: maintaining the confidentiality of your account credentials; all activity conducted under your account; ensuring compliance with all applicable laws; and immediately notifying LastNight if you suspect unauthorized use of your account.

LastNight may suspend or terminate accounts at any time for violations of these Terms, misuse of the Platform, suspected fraud, or any other reason, without notice and without liability. LastNight is under no obligation to retain or provide you with access to your account or any data associated with your account after termination.

6. Payments, Fees, and Processing

All payments are processed through third-party processors, including Stripe and other payment service providers. LastNight does not store payment information and is not responsible for processor errors, delays, outages, or failures.

Processing Fees (Subject to Change): LastNight charges a transaction fee on all ticket sales. The current fee structure is twenty percent (20%) plus one dollar ($1.00) per transaction. This fee is subject to change at LastNight's sole discretion at any time without notice. LastNight reserves the right to modify, increase, or adjust fees at any time. Changes to fees apply to all future transactions. Your continued use of the Platform after any fee change constitutes acceptance of the new fees.

For Attendees: Ticket prices are set by organizers. All ticket sales are final unless otherwise stated by the organizer. LastNight does not issue refunds for cancellations, postponements, or changes made by organizers.

For Event Organizers: Organizers control pricing and refund policies. Organizers are responsible for all taxes, permits, compliance, and liabilities related to their events. LastNight does not guarantee payout timing, and all payouts are subject to third-party processor terms and conditions.

You acknowledge that Stripe's and other payment processors' terms govern the processing of all payments, and LastNight is not responsible for any delays, errors, or issues related to payments or payouts.

7. Disputes, Chargebacks, and Negative Balances

All disputes, chargebacks, and reversals are the sole responsibility of organizers. Organizers are responsible for: the full ticket amount; Stripe dispute fees, currently fifteen dollars ($15.00) per dispute; and any related processing or penalty fees.

Organizers authorize LastNight to debit balances, connected Stripe accounts, and future payouts to cover disputes and fees. Accounts may go negative, and organizers remain liable for all negative balances indefinitely. LastNight has no obligation to contest disputes on behalf of organizers.

8. Content Disclaimer and Platform Immunity

LastNight does not create, verify, curate, endorse, or assume responsibility for user-generated content, including event listings, descriptions, images, messages, communications, or any other content posted by users or third parties.

You acknowledge that LastNight acts as an interactive computer service provider and is not liable for content provided by users or third parties to the fullest extent permitted under Section 230 of the Communications Decency Act and applicable law.

9. Intellectual Property

All Platform content, excluding user-submitted content, is owned by LastNight or its licensors and is protected by copyright, trademark, and other intellectual property laws. Users retain ownership of content they submit but grant LastNight a worldwide, royalty-free, sublicensable, perpetual license to use such content in connection with the Platform.

10. Prohibited Conduct

Users agree not to: violate any laws or regulations; misrepresent events or engage in fraud or deception; harass, threaten, or harm others; interfere with Platform operations or security; circumvent or attempt to circumvent fees or payment systems; provide false, misleading, or defamatory information; or engage in any unlawful conduct.

Violations may result in immediate suspension or termination of your account and all associated data, without notice and without liability.

11. Event Hosting Obligations

By listing an event on LastNight, you represent and warrant that: you have all necessary rights, licenses, permits, and authority to host and promote the event; the event complies with all applicable laws, regulations, and industry standards; the event does not infringe on any third-party rights, including intellectual property, privacy, or publicity rights; and you will accurately represent the nature and scope of the event.

Event organizers are solely responsible for any claims, liabilities, damages, injuries, deaths, or losses that arise out of their events. LastNight does not endorse, monitor, verify, or assume liability for any events hosted on the Platform.

12. Indemnification

You agree to indemnify, defend with counsel reasonably acceptable to LastNight, and hold harmless LastNight and its affiliates, officers, directors, employees, agents, successors, and assigns from all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to: your use of the Platform; your events or attendance at events; your content; violations of law or third-party rights; your violation of these Terms; your infringement of any intellectual property or other rights; any injury or death; or any conduct of third parties at events you organized or attended.

13. Disclaimer of Warranties

The Platform is provided on an "as is" and "as available" basis without any warranties of any kind. LastNight disclaims all warranties, express, implied, statutory, and otherwise, including merchantability, fitness for a particular purpose, non-infringement, and title. LastNight does not warrant or guarantee: that the Platform will meet your specific requirements; that the Platform will be uninterrupted, secure, or error-free; that any defects or errors will be corrected; or the accuracy, reliability, or completeness of any content provided by third parties.

You acknowledge that your use of the Platform is at your sole risk and that you assume all responsibility for any harm or loss.

14. Limitation of Liability

To the maximum extent permitted by law, LastNight, its officers, directors, employees, agents, and affiliates shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to damages for lost profits, goodwill, use, data, or other intangible losses arising out of or in connection with: your use or inability to use the Platform; events listed or attended via the Platform; any cancellations, postponements, or changes made by organizers; any technical issues, interruptions, or system failures; or any conduct of third parties.

Total liability of LastNight shall not exceed the amount you paid to LastNight in the six (6) months preceding the claim. Some jurisdictions do not allow the exclusion or limitation of liability, so this limitation may not apply to you.

15. No Fiduciary Relationship

No agency, partnership, joint venture, employment, or fiduciary relationship exists between you and LastNight.

16. Force Majeure

LastNight is not liable for delays or failures caused by events beyond its reasonable control, including acts of God, government actions, natural disasters, pandemics, labor disputes, power failures, internet outages, or any other force majeure events.

17. Modification of Terms

LastNight reserves the right to modify or update these Terms at any time, at its sole discretion, without notice. If we make changes to these Terms, we will post the updated Terms on the Platform and update the "Effective Date" at the top. You are responsible for reviewing the Terms periodically. Your continued use of the Platform following any changes constitutes your acceptance of the revised Terms. If you do not agree to any changes, you must immediately discontinue use of the Platform.

18. Governing Law and Venue

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any legal action or proceeding arising out of or relating to these Terms or your use of the Platform shall be exclusively brought in the state or federal courts located in Los Angeles County, California. You consent to the personal jurisdiction and venue of such courts and waive any objections to jurisdiction or venue.

19. Severability

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

20. Entire Agreement

These Terms constitute the entire agreement between you and LastNight regarding your use of the Platform and supersede all prior agreements, whether written or oral, relating to the subject matter herein.

21. LastNight VIP Membership

LastNight VIP is an optional paid subscription service offering member benefits including, but not limited to, a percentage discount on ticket purchases, early access notifications, a VIP badge, and priority guest approval.

Pricing Changes: LastNight reserves the right to change the VIP subscription price at any time, at its sole discretion. In the event of a price change, LastNight will notify active VIP members via in-app notification before the new price takes effect. Your continued subscription after the effective date of any price change constitutes your acceptance of the new price.

Discount Changes: The ticket discount percentage offered to VIP members (currently 10%) may be changed, reduced, or removed at any time at LastNight's sole discretion. LastNight will notify active VIP members via in-app notification of any material changes to the discount amount. Changes to the discount amount do not entitle subscribers to a refund or cancellation without charge.

Discount Limitations: The VIP discount applies to a maximum of one (1) ticket per event and one (1) ticket per calendar day across all events. When purchasing multiple tickets in a single order, the discount is applied only to the single highest-priced ticket. These limitations apply regardless of the number of tickets purchased and are enforced at the time of checkout.

Free Trial: New VIP subscribers may be offered a free trial period. After the trial ends, your payment method will be charged the then-current monthly subscription price. You must cancel before the trial period ends to avoid being charged.

Cancellation: You may cancel your VIP subscription at any time. Cancellation takes effect at the end of the current billing period. No partial refunds are issued. VIP benefits remain active until the end of the paid billing period.

LastNight is not liable for any loss or damages arising from changes to VIP pricing, discount amounts, or benefits. By subscribing to VIP, you agree to these terms.

22. Fund Withholding for Risk, Fraud, and Suspicious Activity

LastNight reserves the right to withhold, freeze, or suspend payouts to any host or organizer account at any time, for any duration, including indefinitely, if LastNight, in its sole and absolute discretion, determines or reasonably suspects that the account or any associated activity involves:

• Fraud, misrepresentation, or deceptive practices of any kind
• Theft, unauthorized use of payment methods, or identity fraud
• Chargeback abuse or unusually high dispute rates
• Money laundering, structuring, or other financial crimes
• Violation of these Terms, applicable law, or Stripe's terms of service
• A pattern of refund abuse or bad-faith event cancellations
• Any activity that poses a risk to LastNight, its users, or its payment processors
• Account suspension, termination, or investigation by LastNight or any regulatory authority

Withheld funds may be held indefinitely pending investigation, resolution of disputes, legal proceedings, chargebacks, or as a risk reserve at LastNight's sole discretion. LastNight is under no obligation to release withheld funds within any specified time period, and you expressly waive any claim that a delay in payout constitutes a breach of these Terms.

Withheld funds may be applied to cover chargebacks, dispute fees, penalties, legal costs, or any amounts owed to LastNight, attendees, or third parties. Any remaining balance, if any, will be released at LastNight's discretion following the conclusion of any applicable review or legal process.

LastNight's decision to withhold funds does not constitute an admission of wrongdoing by either party and does not limit LastNight's right to pursue further legal remedies, report activity to law enforcement, or permanently terminate the account without releasing funds.

By hosting an event on LastNight, you expressly acknowledge and agree to this withholding policy as a condition of using the Platform's payment infrastructure.

23. SMS Communications and Opt-In

By agreeing to these Terms of Service, you expressly consent to receive text messages (SMS) sent via Twilio on behalf of LastNight and its event hosts. These messages may include: (1) two-factor authentication (2FA) codes for account login and verification; (2) order confirmation messages following a ticket purchase; and (3) event-related communications from hosts whose events you have purchased tickets for, including updates, reminders, and announcements. Message frequency varies. Standard message and data rates may apply. You may opt out of non-essential messages at any time by contacting support, but note that opting out of 2FA messages may limit your ability to access your account.

1. Introduction

LastNight ("we," "our," or "us") is committed to protecting your privacy and handling your data responsibly. This Privacy Policy describes how we collect, use, disclose, and safeguard your information when you use our Platform. By using LastNight, you acknowledge that you have read and agree to this Privacy Policy in conjunction with our Terms of Service.

2. Information We Collect

• Account Information: Phone number, first name, last name, username, and any other information you voluntarily provide during registration.
• Transaction Data: Ticket purchases, order history, payment amount, transaction dates, and refund history (we do not store full payment card details; Stripe handles payment processing).
• Usage Data: Pages visited, events viewed, search queries, interactions within the app, timestamps, and IP addresses to improve your experience and Platform functionality.
• Device Information: Device type, operating system, app version, device identifiers, and mobile carrier information.
• Location Data: City, state, and general location information inferred from your IP address or device, but we do not collect precise GPS coordinates without your explicit consent.
• Communications: Any messages, support requests, or communications you send through the Platform.

3. How We Use Your Information

• To provide, maintain, and improve the LastNight platform and services.
• To process ticket purchases, payments, and send order confirmations and receipts.
• To send SMS verification codes for account security and two-factor authentication.
• To communicate important updates about events you've purchased tickets for, cancellations, or rescheduling.
• To detect, prevent, and address fraud, abuse, and other malicious activity.
• To comply with legal obligations, court orders, or government requests.
• To enforce these Terms and other agreements.
• For analytics, research, and to understand how users interact with the Platform.
• To send marketing communications if you opt in (you can opt out at any time).

4. Data Sharing and Disclosure

LastNight does not sell your personal information. We may share your data with:

• Event Hosts: Your username, email, and ticket details are shared with the event organizer for entry verification and event management purposes.
• Stripe: Our payment processor. Stripe's processing is subject to Stripe's Privacy Policy at stripe.com/privacy.
• Twilio: Our SMS provider for verification codes. Subject to Twilio's Privacy Policy.
• Legal Compliance: If required by law, court order, or to protect the rights, safety, and property of LastNight users, or the public.
• Business Transfers: If LastNight is acquired, merged, or substantially all assets are transferred, your data may be transferred as part of that transaction.

5. User-Generated Content

By uploading content (such as event images, descriptions, or messages) to LastNight, you grant us a non-exclusive, royalty-free, sublicensable, perpetual license to display, distribute, and use that content within the Platform. You represent and warrant that you own or have the rights to any content you upload, and that it does not violate any third-party intellectual property, privacy, or publicity rights. We reserve the right to remove any content that violates these Terms.

6. Content Rights and Acceptable Use

You agree not to: post false, misleading, or fraudulent event information; upload illegal, harmful, threatening, abusive, harassing, defamatory, or obscene content; infringe on intellectual property rights; use the Platform for unlawful purposes; harass or threaten other users; or engage in discrimination or hate speech.

7. Data Security

We implement industry-standard security measures, including encrypted data transmission (HTTPS) and secure payment processing via Stripe. However, no method of transmission over the internet is 100% secure. We cannot guarantee absolute security, and you use the Platform at your own risk. We are not responsible for unauthorized access, data breaches, or loss of data due to factors beyond our reasonable control.

8. Data Retention

We retain your data as long as necessary to provide services, comply with legal obligations, and resolve disputes. You may request deletion of your account and associated personal data at any time, but we may retain data as required by law or for legitimate business purposes, including fraud prevention and legal compliance.

9. Children's Privacy

LastNight is not intended for users under the age of 13. We do not knowingly collect personal information from children under 13. If we become aware that we have collected data from a child under 13, we will delete it promptly. Parents or guardians who believe their child's information has been collected should contact us immediately.

10. Changes to This Policy

We may update this Privacy Policy at any time. We will notify users of significant changes via the app or email. Your continued use of LastNight after changes take effect constitutes your acceptance of the updated policy. We encourage you to review this policy periodically for updates.

11. Contact Us

If you have questions about this Privacy Policy, your data, or your privacy rights, please contact us at support@last-night.app or through the app's support channel.