ESCAPELY TERMS AND CONDITIONS

 Last Modified:          September 15, 2021

[Last Reviewed on: September 15, 2021]

Escapely Virtual LLC; Escapely Live LLC; Escapely Games LLC; and Escapely LLC (collectively, “Escapely” “we”, “us” or “our”) and our Website Terms and Conditions (these “Terms”). These Terms are important and affect your legal rights, so please read them carefully.

 Escapely Virtual LLC provides virtual team building games, including virtual escape room-style games run with a live moderator via a video platform. Escapely Live LLC provides live team building events, including puzzle-solving challenges in multiple locations with our staff in a race-style format. Escapely LLC provides consumer mail-order escape game experiences.  In conjunction with a consumer’s box purchase, Escapely LLC provides a web application for consumers to play escape room-style games in varying destinations. These Terms apply to any order placed by you or reserved by you, and accepted by us, for our virtual team building games as provided by Escapely Virtual LLC, live team building events as provided by Escapely Live LLC, and mail-order escape game experiences as provided by Escapely LLC, whether such activities are goods, services, or digital content (“Contract”). No other terms are implied into this Contract by trade, custom, practice or course of dealing. When you reserve, and we accept your reservation, for a virtual event, including but not limited to a virtual escape game, virtual murder mystery, virtual trivia event, virtual chocolate tasting, you are entering into a Contract with Escapely Virtual LLC. When you reserve, and we accept your reservation, for a live team building event, including but not limited to our live amazing escape race, you are entering into a Contract with Escapely Live LLC. When you order, and we accept your order, for a mail order escape game box, you are entering into a Contract with Escapely LLC.

 The Contract incorporating these Terms is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.

 By accessing or using https://roobicks.com; https://escapely.com; https://escapely.co; https://escapelygames.com, and various related websites and services (collectively, the “Website”), you agree to be bound by these Terms and all of the terms incorporated herein by reference.

 By accepting these Terms, you represent that you are eighteen (18) years of age or older, as our Website is not intended for people under the age of 18, and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms. If you do not agree to every provision of these Terms, you may not, and we do not authorize you to, access or use the Website or any features provided on the Website.

 By accessing or using the Website, you represent and warrant that you have not been previously suspended or removed from the Website, or engaged in any activity that could result in suspension or removal from the Website.

 These Terms may be revised at any time for any reason, and Escapely may provide you notice of these changes by any reasonable means, including by providing notice through the Website. You can determine when we last updated the Website by referring to the “Last Modified” legend at the top of these Terms. Except to the extent that your express consent to any revised Terms is required under data protection law, by continuing to access, browse or use the Website, you confirm your acceptance of the revised Terms and all the terms incorporated herein by reference. We strongly recommend that you periodically visit this page of the Website to review these Terms. If you do not agree to the revised Terms, you may not access or use the Website.

1. Registration and Personal Information

 In order to access and use certain areas or features of the Website, you may need to provide certain information and/or answer certain questions. Each registration is for a single user only.

 You agree to (a) provide accurate, current and complete information, (b) maintain and promptly update, as necessary, your information, (c) be responsible for the acts or omissions of any third party who has authority to access or use the Website on your behalf, and (d) immediately notify us if you discover or otherwise suspect any security breaches related to the Website. If you provide information that is untrue, inaccurate, not current or incomplete, we may suspend and/or terminate any and all current or future use of the Website.

 By providing information and/or answering questions, you also consent to receive electronic communications from Escapely (e.g., via email or by posting notices to the Website). These communications may include notices and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.

2. License to Access and use the Website and Content

 Unless otherwise indicated in writing by us, the Website and all content and other materials contained therein, including, without limitation, all designs, text, graphics, pictures, information, data, software, User Content (as defined in Section 5), other files and the selection and arrangement thereof (collectively, “Content”) are the property of Escapely or our licensors or users, as applicable, and are protected by U.S. and international copyright and other laws.

 Subject to these Terms, you are hereby granted a personal, non-exclusive, non-transferable, non-sublicensable license to access and make personal, non-commercial use of the Website and Content. All rights not expressly granted herein are reserved. You do not acquire any ownership interest in the Website or Content under these Terms, or any other rights thereto other than to use the Website in accordance with the license granted, and subject to all terms, conditions and restrictions of these Terms.

 However, such license is subject to these Terms and does not include any right to, and you shall not, directly or indirectly: (a) sell, resell or use commercially the Website or Content, (b) distribute, publicly perform or publicly display any Content, (c) modify or otherwise make any derivative uses of the Website or Content, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than page caching) any portion of the Website or Content, except as expressly permitted by us, (f) use the Website to stalk, threaten, or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity; (g) interfere with the Website or servers or networks used in connection with the Website; or (h) use the Website or Content other than for their intended purposes.

 Any use of the Website or Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of Escapely or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.

 You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Content and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Content.

3. Trademarks

 ESCAPELY™ (including but not limited to U.S. Serial Nos. 90/755,862 and 90/755,863) and any other Escapely product or service names, trademarks, logos, or other indicia (“Marks”) that may appear on the Website are the property of Escapely or its subsidiaries, affiliates or third parties, and may not be copied, imitated or used, in whole or in part, without our prior written permission. Nothing contained in the Website shall be construed as granting, by implication or otherwise, any license or right to use any such Mark without the prior written permission of Escapely or such third party that may own such Mark. Your misuse of any such Mark, or any other Content, is strictly prohibited.

4. Legal Requirements; Privacy Policy

 Escapely is committed to processing and protecting the personal information collected through the Website when you use the Website in compliance with its obligations under applicable privacy laws, laws governing the privacy of your personal information. Escapely’s policy is to retain personal information necessary to provide our services, except that we may retain your personal information for longer periods where reasonably necessary to comply with our legal obligations (including law enforcement requests), meet regulatory requirements, resolve disputes, maintain security, prevent fraud and abuse, enforce these Terms, or fulfill your request to “unsubscribe” from further messages from us. This policy applies to personal information that you or others provided to us and personal information generated or inferred from your use of our services. Escapely will decide how your personal information is processed and for what purposes. For additional information about your rights and your personal information, what data is collected, how it is processed, protected, shared, and how long it is retained, please see Escapely’s Privacy Policy located at https://escapely.com/privacy-policy/.

 Please note that our Website is not intended for people under the age of 18.  We do not seek or knowingly collect any personal information from or about individuals under the age of 18.  If we become aware that we have unknowingly collected personal information from an individual under the age of 18, we will make commercially reasonable efforts to delete such information from our database.

 Where Escapely has a good faith belief that such action is necessary to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid process, Escapely may disclose IP addresses, personal information, and any contents of the Website where it is legally compelled to do so.

 We implement a number of security features to help guarantee and ensure to the greatest extent possible that your information is safe. We use industry standard technologies when transferring and receiving user data exchanged between Escapely and third parties to ensure its security. User data may be stored on servers maintained by our third party partners and subject to their security safeguards which are periodically audited, with certifications from accreditation bodies across geographies and verticals. All financial transactions are made securely. Please see Escapely’s Privacy Policy for additional information relating to the privacy and security of information collected hereunder.

5. User Content

 You are solely responsible and liable for all data, information and other materials (“User Content”) that you submit, upload, post, email or otherwise transmit (“Transmit”) in connection with the Website. In addition, we have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information made public through the Website. IF YOU CHOOSE TO SUBMIT TO US, OR OTHERWISE MAKE ANY USER CONTENT PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK AND WE SHALL HAVE NO LIABILITY THEREFOR.

You agree that you will not, and will not permit anyone else to, directly or indirectly:

• Transmit any User Content that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive of another’s privacy or racially, ethnically or otherwise objectionable;
• Transmit any User Content: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringes any patent, copyright, trademark or other intellectual property right or misappropriates any trade secret or right of privacy of any third-party; (iii) that constitutes unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contains any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data;
• Forge headers or otherwise manipulate identifiers in order to disguise any User Content Transmitted through the Website.

Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Website at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Website at your sole cost and expense.

6. Rights in User Content

We do not claim any ownership interest in your User Content.

However, by uploading, posting or submitting User Content to the Website or to our pages or feeds on third party social media platforms (e.g., Escapely’s Facebook, Twitter, YouTube, LinkedIn, or Instagram pages), you hereby grant Escapely a nonexclusive, royalty-free, worldwide, perpetual, irrevocable and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and publicly display your User Content, in whole or in part, in any manner or media and for any purpose whatsoever at our sole discretion, including, without limitation, for publicity, promotional, advertising, trade, business, illustration, artistic and other commercial and noncommercial purposes, however, Escapely will only share personal information that you provide in accordance with our Privacy Policy.

You acknowledge and agree that Escapely may disclose or use any User Content that you Transmit for any purposes permitted under applicable law, including, but not limited to: (a) enforcing these Terms; (b) complying with any laws, regulations or rules of any federal, state or local government or agency; (c) responding to claims that any User Content violates the rights of third parties; or (d) protecting the rights or property of Escapely, its customers or the public.

7. Feedback

 Separate and apart from User Content, you can submit questions, comments, suggestions, ideas, original or creative materials or other information about Escapely, the Website or the services (collectively, “Feedback”). Feedback is non-confidential and shall become the sole property of Escapely. Escapely shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

8. Linked Sites

We have not reviewed all of the websites linked to the Website and are not responsible for the content of any third-party pages, any other websites linked to the Website, or any products or services offered by third parties linked to the Website. Nothing in the Website, including, without limitation, any links to other websites, should be construed as an endorsement of any products, services or information of any other persons or companies by Escapely. Your choice to access a link to any other website is at your own risk, and you agree to comply with all terms and conditions relating to such websites. Escapely reserves the right not to link, or to remove the link, to a particular website at any time.

Any links to third party websites are provided as a convenience to you and are neither owned nor operated by Escapely. We have no control over these linked websites and make no representations or warranties with respect to these linked websites or third party products or services. Your viewing and use of any third-party websites is at your sole discretion and risk.

9. Indemnification

 You shall indemnify, hold harmless, and, at Escapely’s option, defend Escapely from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Escapely resulting from any third-party claim, suit, action or proceeding relating to or arising from your use of the Website, any User Content that you Transmit to or through the Website, any Feedback you provide, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Website or any of its features. You further agree that Escapely shall have control of the defense or settlement of any third party claims, unless Escapely exercises its option to require you to defend Escapely. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Escapely.

10. Disclaimers

THE WEBSITE AND THE CONTENT ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, ESCAPELY DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE WEBSITE; (B) THE CONTENT; (C) USER CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO THE WEBSITE. IN ADDITION, ESCAPELY HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, THAT ANY RESULTS WILL BE ACHIEVED, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.

ESCAPELY DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE WEBSITE OR THE SERVER THAT MAKES THE WEBSITE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. ESCAPELY DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE WEBSITE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. ESCAPELY DOES NOT WARRANT THAT YOUR USE OF THE WEBSITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND ESCAPELY SPECIFICALLY DISCLAIMS SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THESE TERMS.

BY ACCESSING OR USING THE WEBSITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE WEBSITE.

11. Limitation of Liability; Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ESCAPELY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES, OR DAMAGES FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF THE WEBSITE (INCLUDING, BUT NOT LIMITED TO, USER CONTENT, AND LINKS TO THIRD PARTY SITES), OR THE ORDER, RECEIPT OR USE OF ANY PRODUCT OR SERVICE, OR OTHERWISE RELATED TO THESE TERMS (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM ESCAPELY, OR FROM EVENTS BEYOND ESCAPELY’S REASONABLE CONTROL, SUCH AS WEBSITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO ESCAPELY RECORDS, PROGRAMS OR SYSTEMS), REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED) OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF ESCAPELY ARISING OUT OF OR IN ANY WAY RELATED TO THE WEBSITE EXCEED THE AMOUNT PAID TO ESCAPELY FOR ANY PRODUCTS OR SERVICES IN THE NINETY (90) DAYS PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE ESCAPELY’S SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY.

IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

12. Arbitration

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH ESCAPELY AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

YOU AND ESCAPELY AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS, OR THE SERVICES SHALL BE FINALLY DECIDED BY BINDING ARBITRATION UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION GOVERNING CONSUMER DISPUTES.

Any and all claims and actions arising out of the Terms shall be exclusively arbitrated in Clark County, Nevada, in accordance with the then prevailing Commercial Arbitration Rules of the American Arbitration Association, which proceedings shall be strictly confidential.  The arbitrator(s) shall not have the power to make errors of law, and any award may be challenged to a court of competent jurisdiction based on any such errors of law.  Any arbitration award resulting from the foregoing arbitration may be confirmed in Superior Court in the State of Nevada.

13. Modifications to the Website

 We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Website (or any features or parts thereof) at any time.

14. Special Admonitions for International Use

 This Website is hosted in the United States of America. If you are located outside of the United States of America and you contact us, please be advised that any information you provide to us will be transferred to the United States of America and that by submitting information, you explicitly authorize such transfer.

15. Termination

 Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Website at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.

16. Governing Law and Jurisdiction

Escapely operates the Website from Nevada, United States. These Terms and the transactions they contemplate, including without limitation their interpretation, construction, performance and enforcement shall be governed by the laws of the State of Nevada, United States, including its statutes of limitations, but without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sale of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in Nevada shall not apply. Except as otherwise provided in Section 18, the exclusive forum for the resolution of any dispute relating to these Terms shall be in the state and federal courts in Nevada, United States, and each of the parties agrees to personal jurisdiction of such courts with regard to any dispute relating to these Terms, and you agree to service of process on you by email to the address you have submitted on the Website, if any, and by any other means permitted by law.

17. Notice

All notices, demands, or consents given by you under these Terms will be in writing and will be deemed given when delivered to Escapely at the following contact: privacy@escapely.com.  Any notices to you may be made via either email or postal mail to the below address or via posting on the Site. Please report any violations of these Terms to Escapely at the contact listed below.

By Mail:               Escapely LLC

                             Attn: Terms and Conditions

                             10801 W Charleston Blvd. Ste 690

                             Las Vegas, NV 89135                             

By Email:     privacy@escapely.com

18. Severability

If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.

19. Procedure for Making Claims of Copyright Infringement

 We expect users of the Website to respect the intellectual property rights of others. If you believe in good faith that any of the content on the Website infringes your copyright, please provide our copyright agent the written information specified below.

1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2. A description of the copyrighted work that you claim has been infringed;
3. A description of where the material that you claim is infringing is located on the Website;
4. Your address, telephone number and email address;
5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
6. A statement by you, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner, or are authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.

Please direct your notice of claims of copyright infringement to the following:

copyright@escapely.com

20. Miscellaneous

 These Terms constitute the entire agreement between you and Escapely relating to your access to and use of the Website. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Escapely. No waiver of any provision of these Terms will constitute a waiver of such provision in any prior, concurrent or subsequent circumstance, and Escapely’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.

Escapely® Escape the City Terms and Conditions

This Escapely® Escape the City Terms and Conditions (“Agreement”) is a binding agreement between you (“End User” or “you”) and Escapely Virtual LLC; Escapely Live LLC; Escapely Games LLC; and Escapely LLC (collectively, “Escapely,” “we,” “us,” or “our”). This Agreement governs your use of the Escapely® Escape the City and its associated web based application (including all related content and documentation, the “Application”). The Application is licensed, not sold, to you.

BY CLICKING THE “ACCEPT” BUTTON, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER, OR THE AGE OF MAJORITY IN YOUR JURISDICTION; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE APPLICATION.

By accessing or using the Application, you represent and warrant that you have not been previously suspended or removed from the Application, or our Website, or engaged in any activity that could result in suspension or removal from the Application or our Website.

Note that Section 18 of this Agreement contains a mandatory arbitration provision that requires the use of arbitration on an individual basis and limits the remedies available to you in the event of certain disputes.

SAFETY NOTICE: You acknowledge that the Application may involve augmented reality or aspects that require you to travel and visit a physical location. You agree to pay special attention to your surroundings while using the Application. You agree not to trespass on private property (even if it appears necessary to get access to the next clue, i.e., just because the clue might be located on private property does not give you the permission to trespass), cross streets illegally, or cause an act or omission that would increase any risk of harm to you or others while using the Application. You must pay attention to your surroundings to include time of day of use and any potential hazards that may exist in the area while using the Application. By accepting this Agreement, you agree to comply with all applicable federal, state and local statutes, laws, ordinances, rules and regulations, pertaining to the Agreement and the performance of your responsibilities and obligations in this Agreement and relating to your use of the Application. Escapely specifically disclaims any harm caused by your act or omission while using the Application.

You agree that in conjunction with your use of the Application, you will maintain safe and appropriate contact with other players and other people in the real world. You will not harass threaten or otherwise violate the legal rights of others. You will not trespass, or in any manner attempt to gain or gain access to any property or location where you do not have a right or permission to be, and will not otherwise engage in any activity that may result in injury, death, property damage, nuisance, or liability of any kind. If asked to leave any premises, you agree to do so. If you have a dispute with any third party relating to your use of the Application, you release Escapely (and our officers, directors, agents, subsidiaries, joint ventures, and employees) from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes and your use of the Application.

1. License Grant. Subject to the terms of this Agreement, Escapely grants you a limited, non-exclusive, and nontransferable license to:
   • use the Application for your personal, non-commercial use on a single device owned or otherwise controlled by you (“Device”) strictly in accordance with the Application’s documentation; and
   • access, stream, download, and use on such Device the Content and Services (as defined in Section 6) made available in or otherwise accessible through the Application or Website, strictly in accordance with this Agreement and the Website terms and conditions located at https://escapely.com/terms-and-conditions/ (“Terms of Use”) applicable to such Content and Services as set forth in Section 6.
2. License Restrictions. You shall not:
   • copy the Application, except as expressly permitted by this license;
   • modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
   • reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
   • remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
   • rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or
   • remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application.
3. Reservation of Rights. You acknowledge and agree that the Application is provided under a limited and revocable license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Escapely and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement. ESCAPELY® and any other Escapely product or service names, trademarks, logos, or other indicia (“Marks”) that may appear on the Application are the property of Escapely or its subsidiaries, affiliates or third parties, and may not be copied, imitated or used, in whole or in part, without our prior written permission. Nothing contained in this Agreement shall be construed as granting, by implication or otherwise, any license or right to use any such Marks without the prior written permission of Escapely or such third party that may own such Marks. Your misuse of any such Marks, is strictly prohibited.
4. Registration and Personal Information. In order to access and use certain areas or features of the Website or Application, you may need to provide certain information and/or answer certain questions through account registration. Each registration is for a single user only. You agree to (a) provide accurate, current and complete information, (b) maintain and promptly update, as necessary, your information, (c) be responsible for the acts or omissions of any third party who has authority to access or use the Website or Application on your behalf, or through your account, and for the acts or omissions of those who are playing the associated Website or Application games with you, and (d) immediately notify us if you discover or otherwise suspect any security breaches related to the Website or Application. If you provide information that is untrue, inaccurate, not current or incomplete, we may suspend and/or terminate any and all current or future use of the Website and/or the Application. By providing information and/or answering questions, or registering an account, you also consent to receive electronic communications from Escapely (e.g., via email or by posting notices to the Website or Application). These communications may include notices and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.
5. Collection and Use of Your Information. You acknowledge that when you use the Application, Escapely may use automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Application is subject to our Privacy Policy https://escapely.com/privacy-policy/. By downloading, installing, using, and providing information to or through this Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
6. Content and Services; Registration. The Application may provide you with access to Escapely’s website located at https://escapely.com/ (the “Website”) and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Application (collectively, “Content and Services”). Your access to and use of such Content and Services are governed by the Website’s Terms of Use and Privacy Policy located at https://escapely.com/terms-and-conditions/ and https://escapely.com/privacy-policy/, which are incorporated herein by this reference, and this Agreement. Your access to and use of such Content and Services, and access to the Application, may require you to acknowledge your acceptance of such Terms of Use and Privacy Policy and/or to register with the Website, and your failure to do so may restrict you from accessing or using certain of the Application’s features and functionality. Any violation of such Terms of Use will also be deemed a violation of this Agreement.
7. Geographic Restrictions. The Content and Services are based in the state of Nevada in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Services from outside the United States, you are responsible for compliance with local laws.
8. Updates. Escapely may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Escapely has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Device settings when your Device is connected to the internet either:
   • the Application will automatically download and install all available Updates; or
   • you may receive notice of or be prompted to download and install available Updates.

You shall promptly download and install all Updates once made available and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.

9. Third-Party Materials. The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Escapely is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Escapely does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
10. Merchant Purchase Services. To the extent any purchase you make through the Website or Application involves third party merchant services for which Escapely may enable access for your use in conjunction with the Application (“Merchant Services”), such as purchases made through WooCommerce (https://woocommerce.com/payments/) or BrainTree (http://www.braintreepayments.com/), or other third party payment vendor, you understand and agree that your use of any Merchant Services will be governed exclusively by such merchant’s terms and conditions as detailed on their applicable website or purchasing page. You understand and agree that Escapely is not responsible for your, nor any third party’s, obligations relating to any Merchant Services, or any payments made through such Merchant Services, or any applicable refunds or payment disputes relating to such Merchant Services, and Escapely specifically disclaims any liability relating thereto.
11. Purchase Orders; Shipment; Refunds.
    • You agree that your order is an offer to buy, under this Application, all products and services listed in your order. All orders must be accepted by us, or we will not be obligated to sell the products or services to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered.
    • Prices and Payment Terms. All prices, discounts, and promotions posted on our Website are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your total and will be itemized in your shopping cart and your order confirmation. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences. We may offer, from time to time, promotions on our Website that may affect pricing and that are governed by terms and conditions separate from this Agreement. If there is a conflict between the terms for a promotion and this Agreement, the promotion terms will govern. Terms of payment are within our sole discretion and payment must be received by us before we accept an order. You represent and warrant that (i) the credit card information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card or payment method for the purchase, (iii) charges incurred by you will be honored by your credit card company or banking institution, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on our Website at the time of your order. You represent and warrant that you are buying products or services from our Website for your own personal or household use only, and not for resale or export. You further represent and warrant that all purchases are intended for final delivery to locations within the US.
    • Price Changes; Limitations. Prices for our products are subject to change without We reserve the right at any time to modify or discontinue a product or service (or any part or content thereof) without notice at any time.  We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of a product. Certain products or services may be available exclusively online through the Website or Application. We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate.  We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region or jurisdiction for any reason or no reason at any time. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. Any offer for any product or service made on the Website or Application is void where prohibited. You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Website or Application, violate any laws in your jurisdiction. We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
    • We will arrange for shipment of the products to you. Please check the individual product page for specific delivery options. You will pay all shipping and handling charges specified during the ordering process, unless provided otherwise on the product page. Shipping and handling charges are reimbursement for the costs we incur in the processing, handling, packing, shipping, and delivery of your order. Title and risk of loss pass to you upon our transfer of the products to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
    • Returns and Refunds. At Escapely, we strive toward customer satisfaction with our products and purchases. Except for any products designated on the Website as final sale or non-returnable, we will accept a return of the products for a refund of your purchase price, less the original shipping and handling costs, provided such return is made within thirty (30) days of shipment with valid proof of purchase and provided such products are returned in their original unopened condition. You are responsible for all shipping and handling charges on returned items. You bear the risk of loss during shipment. We therefore strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery for your protection. Refunds are processed within approximately fourteen (14) business days of our receipt of your merchandise. Your refund will be credited back to the same payment method used to make the original purchase on the Site. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED ON THE WEBSITE AS NON-RETURNABLE.
12. User Content. The Application and/or website may allow you to post or display certain materials and content. You are solely responsible and liable for all data, information and other materials (“User Content”) that you submit, upload, post, e-mail or otherwise transmit (“Transmit”) in connection with the Website and Application. In addition, we have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party information made public through the Website or Application. IF YOU CHOOSE TO SUBMIT TO US, OR OTHERWISE MAKE ANY USER CONTENT PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK AND WE SHALL HAVE NO LIABILITY THEREFOR. You agree that you will not, and will not permit anyone else to, directly or indirectly:
    • Transmit any User Content that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive of another’s privacy or racially, ethnically or otherwise objectionable;
    • Transmit any User Content: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringes any patent, copyright, trademark or other intellectual property right or misappropriates any trade secret or right of privacy of any third-party; (iii) that constitutes unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contains any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data;
    • Forge headers or otherwise manipulate identifiers in order to disguise any User Content Transmitted through the Website or Application.

Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Website and Application at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Website or Application at your sole cost and expense.

13. Rights in User Content. We do not claim any ownership interest in your User Content. However, by uploading, posting or submitting User Content to the Website or Application or to our pages or feeds on third party social media platforms, you hereby grant Escapely a nonexclusive, royalty-free, worldwide, perpetual, irrevocable and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and publicly display your User Content, in whole or in part, in any manner or media and for any purpose whatsoever at our sole discretion, including, without limitation, for publicity, promotional, advertising, trade, business, illustration, artistic and other commercial and noncommercial purposes, however, Escapely will only share personal information that you provide in accordance with our Privacy Policy. You acknowledge and agree that Escapely may disclose or use any User Content that you Transmit for any purposes permitted under applicable law, including, but not limited to: (a) enforcing this Agreement; (b) complying with any laws, regulations or rules of any federal, state or local government or agency; (c) responding to claims that any User Content violates the rights of third parties; or (d) protecting the rights or property of Escapely, its customers, or the public.
14. Separate and apart from User Content, you can submit questions, comments, suggestions, ideas, original or creative materials or other information about Escapely, the Website, Application or the products, or services (collectively, “Feedback”). Feedback is non-confidential and shall become the sole property of Escapely. Escapely shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
15. Term and Termination.
    • The term of Agreement commences when you acknowledge your acceptance and will continue in effect until terminated by you or Escapely as set forth in this Section 15.
    • You may terminate this Agreement by deleting the Application and all copies thereof from your Device.
    • Escapely may terminate this Agreement at any time without notice if it ceases to support the Application or Website, which Escapely may do in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
    • Upon termination:
      • all rights granted to you under this Agreement will also terminate; and
      • you must cease all use of the Application and delete all copies of the Application from your Device and account.
    • Termination will not limit any of Escapely’s rights or remedies at law or in equity.
16. Disclaimer of Warranties. THE APPLICATION AND RELATED PRODUCTS ON OUR WEBSITE ARE PROVIDED TO END USER “AS IS” AND “AS AVAILABLE” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ESCAPELY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, ESCAPELY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE AND APPLICATION IS AT YOUR SOLE RISK. ESCAPELY DOES NOT WARRANT THAT YOUR USE OF THE WEBSITE OR APPLICATION IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND ESCAPELY SPECIFICALLY DISCLAIMS SUCH WARRANTIES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

17. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ESCAPELY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE WEBSITE, APPLICATION OR THE CONTENT AND SERVICES FOR:
    • PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER OR MOBILE DEVICE OR APPLICATION FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES;
    • DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR ESCAPELY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE ESCAPELY’S SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

18. ARBITRATION AND CLASS ACTION WAIVER. PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH ESCAPELY AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

YOU AND ESCAPELY AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT, OR THE WEBSITE, APPLICATION, AND RELATED PRODUCTS AND SERVICES SHALL BE FINALLY DECIDED BY BINDING ARBITRATION UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION GOVERNING CONSUMER DISPUTES.

Arbitration uses a single, neutral arbitrator to decide a dispute (instead of a judge or jury); arbitration allows for more limited discovery than in a court case; and the arbitration process and result is subject to very limited review by courts. In an arbitration you have the right, at your expense, to be represented by an attorney of your choosing. Arbitrators can award the same damages and relief under this Agreement that a court can award under this Agreement. You and Escapely agree that any in-person arbitral hearing would occur in the United States in the same county and state as your billing address. Escapely further agrees that your filing fee for an arbitration will be capped at the amount set by the American Arbitration Association. You agree that, by agreeing to this Agreement, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Escapely are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your use of the Website, Application, products and services. REGARDLESS OF THE FORUM, YOU AND ESCAPELY 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. Further, unless both you and Escapely agree otherwise, the arbitrator may not join or consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

19. Indemnification. You agree to indemnify, defend, and hold harmless Escapely and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Application, and your acts or omissions while using the Application.
20. Export Regulation. The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.
21. Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
22. Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of Nevada without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of Nevada in each case located in Clark County, Nevada. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
23. Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
24. Entire Agreement. This Agreement, the Website Terms of Use, and our Privacy Policy constitute the entire agreement between you and Escapely with respect to the Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
25. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.
26. This Application is operated by Escapely LLC. All feedback, questions, comments, requests for technical support, and other communications relating to the Application should be directed to the contact listed below.

By Mail:          Escapely LLC

Attn:                Escapely Escape The City Application Terms and Conditions

By Mail:          10801 W Charleston Blvd. Ste 690

Las Vegas, NV 89135

By Email:        privacy@escapely.com