Legal Terms
and Policies

PRIVACY POLICY

City Media LTD

Last updated 20.10.2023

This Privacy Policy describes how your personal information is collected, used, and shared when you visit, post a listing, send a message, or make a purchase from TapOnTag.com (the “Site”).

PERSONAL INFORMATION WE COLLECT

When you visit the Site, we automatically collect certain information about your device, including information about your web browser, IP address, time zone, and some of the cookies that are installed on your device. Additionally, as you browse the Site, we collect information about the individual web pages or products that you view, what websites or search terms referred you to the Site, and information about how you interact with the Site. We refer to this automatically-collected information as “Device Information.”

We collect Device Information using the following technologies:

• “Cookies” are data files that are placed on your device or computer and often include an anonymous unique identifier. For more information about cookies, and how to disable cookies, visit http://www.allaboutcookies.org.
• “Log files” track actions occurring on the Site, and collect data including your IP address, browser type, Internet service provider, referring/exit pages, and date/time stamps.
• “Web beacons,” “tags,” and “pixels” are electronic files used to record information about how you browse the Site.

If you choose to create an account and/or use our Services, we may collect personally identifiable information that you submit such as your name, contact data (address, email address, phone number) and other similar information. Likewise, we may also collect additional personally identifiable information that you voluntarily include in your listings or transmit with your communications to us.

The information that you provide when you post a listing is displayed in public areas and available to all visitors. Any information that is disclosed in these areas becomes public information, so please exercise caution. We also provide you with the option to submit pictures and/or a description of your item or service. When you post your listing on the Site, the description and pictures are displayed on the site and accessible to visitors on the Site.

If you provide personal information to a buyer or seller, we have no control over how that information might be used by that individual.

Additionally, when you make a purchase or attempt to purchase through the Site, we collect certain information from you, including your name, billing address, shipping address, payment information (including credit card numbers and invoices), email address, and phone number. We refer to this information as “Order Information.”

When we talk about “Personal Information” in this Privacy Policy, we are talking both about Device Information and Order Information.

HOW DO WE USE YOUR PERSONAL INFORMATION?

We use the Order Information that we collect generally to fulfil any orders placed through the Site (including processing your payment information, arranging for delivery, and providing you with invoices and/or order confirmations). Additionally, we use this Order Information to:
Communicate with you;
Screen our orders for potential risk or fraud; and
When in line with the preferences you have shared with us, provide you with information or advertising relating to our products or services.

We use the Device Information that we collect to help us screen for potential risk and fraud (in particular, your IP address), and more generally to improve and optimize our Site (for example, by generating analytics about how our customers browse and interact with the Site, and to assess the success of our marketing and advertising campaigns).
We use the Device information for advertising and marketing purposes.

HOW DO WE PROTECT YOUR INFORMATION?

How Do We Secure Information Transmissions?

We may employ procedural and technological security measures that are reasonably designed to help protect your personally identifiable information from loss, unauthorized access, disclosure, alteration or destruction. We may use a secure socket layer and other security measures to help prevent unauthorized access to your personally identifiable information.

CERTAIN DISCLOSURES

We may disclose your personal information if required to do so by law or subpoena or if we believe that such action is necessary to (a) conform to the law or comply with the legal process served on us or affiliated parties; (b) protect and defend our rights and property, our site, the users of our site, and/or our affiliated parties; (c) act under circumstances to protect the safety of users of our site, us, or third parties.

SHARING YOUR PERSONAL INFORMATION

The Site contains links to other websites on the Internet. Please be aware that we are not responsible for the information collection and use and privacy practices of such other websites and third parties. We encourage you to be aware when you leave the Site and to read the privacy statements of every other website that may collect your personally identifiable information. This privacy statement applies solely to information collected by us from the Site.

We might use third-party companies to serve advertisements when you visit the Site. These companies may use information about your visits to the Site to provide advertisements about goods and services that may be of interest to you. In the course of serving advertisements to the Site, these companies may place or recognize a unique cookie on your computer or use other technologies such as pixel tags. Our privacy policy does not cover any use of information that a third-party ad-serving company may collect from you. These companies have their policies as to record-keeping and data retention. If you would like more information about this practice or would like to know your choices about not having this information used by advertising companies, please click here: http://www.networkadvertising.org/.

We share your Personal Information with third parties to help us use your Personal Information, as described above. For example, we use Google Analytics to help us understand how our customers use the Site.

You can read more about how Google uses your Personal Information here: https://www.google.com/intl/en/policies/privacy/. You can also opt-out of Google Analytics here: https://tools.google.com/dlpage/gaoptout.

We may use Google AdWords remarketing to trigger advertisements across the Internet. AdWords remarketing will display relevant ads tailored to you based on what parts of the Site you have viewed by placing a cookie on your machine. This COOKIE does not in any way identify you or give access to your computer. The cookie is used to say “This person visited this page, so show them ads relating to that page.” Google AdWords remarketing allows us to tailor our marketing to better suit your needs and only display ads that are relevant to you. If you do not wish to participate in our Google AdWords remarketing, you can opt-out by visiting https://www.google.com/settings/ads/onweb/.

We never sell Customers’ email addresses or any other personal information to a third party.  We may transfer such information in the course of corporate divestitures, mergers, or any dissolution.

Finally, we may also share your Personal Information to comply with applicable laws and regulations, respond to a subpoena, search warrant, or another lawful request for information we receive, or otherwise protect our rights.

BEHAVIOURAL ADVERTISING

As described above, we use your Personal Information to provide you with targeted advertisements or marketing communications we believe may be of interest to you. For more information about how targeted advertising works, you can visit the Network Advertising Initiative’s (“NAI”) educational page at http://www.networkadvertising.org/understanding-online-advertising/how-does-it-work.

You can opt-out of targeted advertising by:

COMMON LINKS INCLUDE:
FACEBOOK – https://www.facebook.com/settings/?tab=ads
GOOGLE – https://www.google.com/settings/ads/anonymous
BING – https://advertise.bingads.microsoft.com/en-us/resources/policies/personalized-ads

Additionally, you can opt out of some of these services by visiting the Digital Advertising Alliance’s opt-out portal at: http://optout.aboutads.info/.

DO NOT TRACK

Please note that we do not alter our Site’s data collection and use practices when we see a Do Not Track signal from your browser.

YOUR RIGHTS

If you are a European Union or United Kingdom resident, you have the right to access the personal information we hold about you and to ask that your personal information be corrected, updated, or deleted. If you would like to exercise this right, please contact us through the contact information below.

Additionally, if you are a European Union resident we note that we are processing your information to fulfil contracts we might have with you (for example if you make an order through the Site), or otherwise to pursue our legitimate business interests listed above. Additionally, please note that your information will be transferred outside of European Union, including to the United Kingdom.

Additionally, if you are a United Kingdom resident we note that we are processing your information to fulfil contracts we might have with you (for example if you make an order through the Site), or otherwise to pursue our legitimate business interests listed above. Additionally, please note that your information will be transferred outside of the United Kingdom, including to European Union.

DATA RETENTION

When you place an order through the site or post a listing to the site we will maintain your Order Information for our records unless and until you ask us to delete this information.

MINORS

The Sites or Applications are not intended for individuals under the age of 18.

CHANGES

We may update this privacy policy from time to time to reflect, for example, changes to our practices or for other operational, legal or regulatory reasons.

CONTACT US

For more information about our privacy and/or data protection practices, if you have questions, or if you would like to make a complaint, please contact us by e-mail at

admin@citymedia.us

or by mail using the details provided below:

City Media Ltd, 71-75 Shelton Street London, London, LND, WC2H 9JQ, United Kingdom

1. Accepting Terms of Service

1.1 City Media LTD products, features and offerings are available (1) online through City Media LTD properties including without limitation TapOnTag.com and Room Service 360; (b) off the platform, including without limitation, QR-code reader application, Consumer application, entry management, Dealer application, Driver application, Hotel Admin panel, Restaurant Admin Panel, sponsorship and marketing or distribution services; and (c) through mobile applications, Push notifications, Text messages (SMS), webpages, application programming interfaces, and subdomains (“Applications”). (a), (b), and (c) are collectively referred to as “City Media LTD” or our “Services”. These Terms apply to any Site(s) on which they are posted; where other terms or agreements are instead posted, those terms or agreements apply to the extent they conflict with these Terms. The material, including without limitation information, data, text, editorial content, design elements, look and feel, formatting, graphics, images, photographs, videos, music, sounds and other content contained in or delivered via the Services or otherwise made available by City Media LTD in connection with the Services is the “Site Content” (or “Content”). Any material (including the foregoing categories) that you contribute, provide, post or make available using the Services is “Your Content.”

1.2 Parties When these Terms use the term “Business Generator,” we mean restaurants, hotels, trade shows, or any e-tickets/vouchers/coupons issuers using the Services to create Consumer Products displayed on the Services for consumers using our Services (a) to consume information about offered products or services by Business Generator or buy QR-code vouchers/tickets/products (“Consumers”), or (b) for any other reason. Business Generators, Consumers and third parties using our Services are all referred to in these Terms collectively as “Users,” “you” or “your.”

When these Terms use the term “City Media LTD,” “we,” “us,” or “our,” that refers to City Media LTD Ltd. and its affiliates, and subsidiaries, and each of its and their respective officers, directors, agents, partners and employees.

1.3 If you are a Business USER  offering your products and/or services with any consumer product tickets, PREPAID e-coupons, bookings, QR-code vouchers/e-gift cards, City Media LTD Merchant Agreement and Business USER Refund Policy Requirements are also applicable to you. If you are a Business USER or Consumer, City Media LTD Fair Use Guidelines apply to you.

If you are a third party interacting with our Services, not as a Business User or a Consumer, the API Terms of Use or Trademark and Copyright Policy might apply to you. Please be on the lookout for additional terms and conditions displayed with certain Services that you may use from time to time as those will also apply to you. And, by agreeing to these Terms of Service, you acknowledge you have read the Privacy Policy and Cookie Statement applicable to all Users. We may sometimes provide you with services that are not described in these Terms of Service, or customised services: unless we have entered into a separate, signed agreement that expressly supersedes these Terms of Service, these Terms of Service will apply to those services as well.

1.4 “Terms of Service”
These Terms of Service and the other documents referenced in them (including in Section 1.3 above) comprise City Media LTD’s “Terms.” These Terms are a legally binding agreement between you and City Media LTD governing your access to and use of the Services and setting out your rights and responsibilities when you use the Services. By using any of our Services (including browsing a Site), you are agreeing to these Terms. If you do not agree to these Terms, please do not use or access the Services. If you will be using the Services on behalf of an entity (such as on behalf of your employer), you agree to these Terms on behalf of that entity and its affiliates and you represent that you have the authority to do so. In such a case, “you” and “you’re” will refer to that entity as well as yourself.

2. City Media LTD Services and Role

2.1 City Media LTD Services provide a simple and quick means for Business USERS to participate Hotel Room Service program,  create electronic product listings and physical and electronic tickets/vouchers/e-gift cards/mobile coupons, business profiles, and other webpages related to their services/products, promote those pages and QR-code vouchers to visitors or browsers on the Services or elsewhere online, manage online or onsite e-coupons and registrations, solicit donations, and sell or reserve services and merchandise related to Business USERS services to Consumers or other Users. Descriptions of other and more specific services can generally be found on the Site of each of the City Media LTD Properties.

2.2 City Media LTD is not the Creator,  Consumer, Business USER or owner of the products or services of Business USERS listed on the Services. City Media is the owner of the products offered through the Room Service 360 platform. 

Rather, City Media LTD provides its Services, which allow Business USERS to manage prepaid coupons, QR-code vouchers, bookings, gift cards, tickets and registrations and promote their products or services. The Business USER is solely responsible for ensuring that any page displaying an offer on the Services (and the offer itself) meets all applicable local, state, provincial, national and other laws, rules and regulations and that the goods and services described on the event page are delivered as described and in an accurate satisfactory manner.

City Media LTD offers the payment processing method for Business USER voucher/ticket offers as more fully described in the Merchant Agreement. Once Business USER uses City Media LTD Payment Processing (as defined in the Merchant Agreement), City Media LTD also acts as the Business USER’s limited agent solely to use our third-party payment service providers to collect payments made by Consumers on the Services and pass such payments to the Business USER.

3. Privacy and Consumer Information

3.1 Information provided to City Media LTD by Users or collected by City Media LTD through City Media LTD Properties, is governed by our Privacy Policy.

3.2 If you are a Business User, you represent, warrant and agree that (a) you will at all times comply with all applicable local, state, provincial, national and other laws, rules and regulations concerning the information you collect from (or receive about) consumers, and (b) you will at all times comply with any applicable policies posted on the Services concerning the information you collect from (or receive about) consumers.

4. Termination

4.1 These Terms apply to you as soon as you access the Services by any means and continue in effect until they are terminated. There may come a time when either you or City Media LTD decides it’s best to part ways as described in Sections 4.2 or 4.3 below. When that happens, these Terms will generally no longer apply. However, as described in Section 4.4, certain provisions will always remain applicable to both you and City Media LTD.

4.2 City Media LTD may terminate your right to use the Services at any time 

(a) if you violate or breach these Terms; 

(b) if you misuse or abuse the Services, or use the Services in a way not intended or permitted by City Media LTD; or 

(c) if allowing you to access and use the Services would violate any applicable local, state, provincial, national and other laws, rules and regulations or would expose City Media LTD to legal liability. 

City Media LTD may choose to stop offering the Services, or any particular portion of the Service, or modify or replace any aspect of the Service, at any time. We will use reasonable efforts to provide you with notice of our termination of your access to the Services, where, in City Media LTD’s sole discretion, failure to do so would materially prejudice you. 

You agree that City Media LTD will not be liable to you or any third party as a result of its termination of your right to use or otherwise access the Services.

4.3 Except to the extent you have agreed otherwise in a separate written agreement between you and City Media LTD, you may terminate your access to the Services and the general applicability of Terms by deleting your account. 

If you are a Consumer using the Services without a registered account, your only option for these Terms to no longer apply is to stop accessing the Services indefinitely. So long as you continue to access the Services, even without an account, these Terms remain in effect. 

If there is a separate agreement between you and City Media LTD governing your use of the Services and that agreement terminates or expires, these Terms (as unmodified by such agreement) will govern your use of the Services after such termination or expiration.

4.4 All provisions of these Terms that by their nature should survive termination of these Terms will survive (including, without limitation, all limitations on liability, releases, indemnification obligations, disclaimers of warranties, agreements to arbitrate, choices of law and judicial forum and intellectual property protections and licences).

5. Release and Indemnification

You agree to cover City Media LTD if you use the Service in a way at causes City Media LTD to be the subject of a legal matter or to face other claims or expenses.

5.1 Release
You hereby agree to release City Media LTD from all damages (whether direct, indirect, incidental, consequential or otherwise), losses, liabilities, costs and expenses of every kind and nature, known and unknown, arising out of a dispute between you and a third party (including other Users) in connection with the Services or any event listed on the Services. In addition, you waive any applicable law or statute, which says,
IN SUBSTANCE:
“A general release DOES NOT extend to claims which the releasing party does not know or suspect to exist in his favour at the time of executing the release, which if KNOW BY HIM must have materially affected his settlement with the released party.”

5.2 Indemnification
You agree to defend, indemnify and hold City Media LTD and each of its and their respective officers, directors, agents, co-branders, licensors, payment processing partners, other partners and employees, harmless from any and all damage (whether direct, indirect, incidental, consequential or otherwise), loss, liability, cost and expense (including, without limitation, reasonable attorneys’ and accounting fees) resulting from any claim, demand, suit, proceeding (whether before an arbitrator, court, mediator or otherwise) or investigation made by any third party (each a “Claim”) relating to or arising out of:

(a) your breach of these Terms (including any terms or agreements or policies incorporated into these Terms);

(b) your use of the Services in violation of these Terms or other policies we post or make available;

(c) your breach of any applicable local, state, provincial, national or other law, rule or regulation or the rights of any third party; and

(d) if you are an Business USER, your products and services (including where City Media LTD has provided Services with respect to those QR-code vouchers/tickets, coupons), provided that in the case of

(d) this indemnification will not apply to the extent that the Claim arises out of City Media LTD gross negligence or willful misconduct.

City Media LTD will provide notice to you of any such Claim, provided that the failure or delay by City Media LTD in providing such notice will not limit your obligations hereunder except to the extent you are materially prejudiced by such failure. Also, in certain circumstances, City Media LTD may choose to handle this ourselves, in which case you agree to cooperate with City Media LTD in any way we request.

6. Disclaimer of Warranties and Assumption of Risks by You

To the extent permitted by applicable laws, the Services are provided on an “as is” and “as available” basis. City Media LTD expressly disclaims all warranties of any kind, express or implied, including, but not limited to, implied warranties of merchantability, title, non-infringement and fitness for a particular purpose. For example, City Media LTD makes no warranty that (a) the Services (or any portion of the Services) will meet your requirements or expectations; (b) the Services will be uninterrupted, timely, secure, or error-free; or (c) the results that may be obtained from the use of the Services will be accurate or reliable.

You acknowledge that City Media LTD has no control over and does not guarantee the quality, safety, accuracy or legality of any product, voucher, ticket, coupon, gift card or Content associated with a Business USERS offers, the truth or accuracy of any information provided by Users (including the Consumer’s personal information shared with Business USERS in connection with coupons, vouchers, gift cards or tickets) or the ability of any User to perform or complete a transaction. City Media LTD has no responsibility to you for and hereby disclaims all liability arising from, the acts or omissions of any third parties City Media LTD requires to provide the Services or a Business USER chooses to assist with an offer.

You understand and agree that some event tickets may carry inherent risks, and by participating in those events, you choose to assume those risks voluntarily. For example, some events may carry the risk of illness, bodily injury, disability, or death, and you freely and willfully assume those risks by choosing to participate in those events.

The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, will be limited to the maximum extent permitted by law.

7. Limitation of Liability

7.1 To the extent permitted by applicable laws, or as otherwise set forth herein, City Media LTD and any person or entity associated with City Media LTD’s provision of the Services (e.g., an affiliate, vendor, strategic partner or employee) (“Associated Parties”), will not be liable to you or any third party, for

(a) any indirect, incidental, special, consequential, punitive or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data, opportunity costs, intangible losses, or the cost of substitute services (even if City Media LTD has been advised of the possibility of such damages); or

(b) Your Content. In addition, other than the obligation of City Media LTD to pay out Reservation, Ticket, Coupon, QR-code Voucher or Gift Card registration Fees in certain circumstances to certain Business USERS under the Merchant Agreement, and only by the terms therein, the maximum aggregate liability of City Media LTD or Associated Parties is limited to the following:

(i) for Business USERS of paid offers, tickets, vouchers, coupons and gift cards, and subject to the terms of the Merchant Agreement, the fees (net of City Media LTD Payment Processing Fees) that you paid us in the three (3) month period immediately preceding the circumstances giving rise to your claim; and

(ii) for Business USERS of offers with free QR-code vouchers, bookings, tickets, services only, Consumers or other Users, (1) the total amount of all vouchers, tickets, coupons or registrations that you purchased or made through the Services in the three (3) month period immediately preceding the circumstances giving rise to your claim; or (2) if you made no such purchases, one hundred UK Sterlings (GBP 100).

7.2 Nothing in these Terms is intended to exclude or limit any condition, warranty, right or liability which may not be lawfully excluded or limited. Some jurisdictions do not allow the exclusion of certain warranties or conditions or the limitation or exclusion of liability for loss or damage caused by willful acts, negligence, breach of contract or breach of implied terms, or incidental or consequential damages. Accordingly, only those liability and other limitations which are lawful in your jurisdiction (if any) will apply to you and our liability is limited to the maximum extent permitted by law.

8. BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS. ANY DISPUTE OR CLAIM UNDER THESE TERMS OR CONCERNING THE SERVICES WILL BE SETTLED BY BINDING ARBITRATION OR IN SMALL CLAIMS COURT (TO THE EXTENT THE CLAIM QUALIFIES) AND WILL TAKE PLACE ON AN INDIVIDUAL BASIS ONLY; YOU AGREE THAT CLASS, CONSOLIDATED OR REPRESENTATIVE ARBITRATIONS AND CIVIL ACTIONS ARE NOT PERMITTED AND ANY RIGHTS TO BRING SUCH ACTIONS ARE WAIVED BY EACH PARTY.

The parties understand that absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

(a) Contact Us First

If you have a question or concern about the Services, please contact us first. Our customer support team will try to answer your question or resolve your concern.

(b) Agreement to Arbitrate

In the unlikely event that our customer support team is unable to resolve your concerns, the parties (you and we) each hereby agree to resolve any disputes or claims under these Terms, concerning the Services or related to our relationship through binding arbitration or in small claims court (to the extent the claim qualifies) instead of in courts of general jurisdiction, and only on an individual basis. In no event may either we or you seek to resolve a dispute with the other as part of any purported class, consolidated or representative proceeding. Binding arbitration is subject to very limited review. Only the arbitrator appointed under this Section, and not any federal, state or local court will have the authority to resolve any dispute or claim relating to this Section including, without limitation, regarding the scope, enforceability and arbitrability of these Terms. This arbitration provision will survive termination of these Terms. These Terms evidence a transaction in interstate commerce and the interpretation and enforcement of this Section 8 is governed by the Arbitration Act, notwithstanding the choice of law outlined in Section 8 (h) below.

(c) Scope of Agreement

This agreement to arbitrate is intended to be broadly interpreted as to legal dispute between you and us. It includes, but is not limited to: (i) all claims arising out of or relating to any aspect of the relationship between us, whether based on contract, tort, statute, fraud, misrepresentation or any other legal theory; (ii) all claims that arose before this or any prior agreement (including, but not limited to, claims relating to advertising); and (iii) all claims that may arise after termination of these Terms and/or your use of the Services.

(d) Exceptions

Notwithstanding this agreement to arbitrate, either party may (i) bring an action on an individual basis in small claims court (to the extent the applicable claim qualifies); or (ii) bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorised use of the intellectual property. Intellectual Property Rights (“Intellectual Property Rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). In addition, the portion of any dispute or complaint relating to our participation in the US-EU or US-Swiss Privacy Shield Frameworks is subject to the Dispute Resolution section of our Privacy Policy before being subject to this Section.

(e) No Class Actions

YOU AND CITY MEDIA LTD AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT PRESIDE OVER ANY FORM OF CLASS, CONSOLIDATED OR REPRESENTATIVE PROCEEDING AND MAY ONLY PROVIDE RELIEF IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY’S CLAIM.

(f) Notice of Dispute

A party who intends to seek arbitration must first send to the other a written Notice of Dispute (“Notice”). The Notice to City Media LTD must be addressed to the following address (“Notice Address”) and must be sent by certified mail: City Media LTD Ltd. 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ. Notice to you will be addressed to a mailing, home or payment address currently on record with City Media LTD and must be sent by certified mail. If City Media LTD has no records of such physical address, such notice may be delivered to your City Media LTD account email address. The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought. If City Media LTD and you do not reach an agreement to resolve the claim within sixty (60) calendar days after the Notice is received, you or City Media LTD may commence an arbitration proceeding.

(g) Arbitration Proceedings

The arbitration will be governed by the Commercial Arbitration Rules, or, if the actions giving rise to the dispute or claim relating to your personal or household use of the Services (rather than business use), the Consumer Arbitration Rules (in each case, the “LCIA Rules”) of the London Court of International Arbitration (“LCIA”), as modified by this Section 8, and will be administered by the LCIA and settled by a single arbitrator. All issues in dispute between the parties are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Section 8.

(h) Location of Arbitration Proceedings

If you are a Consumer, any arbitration hearings will take place (at your option) either in the county of your residence or by phone, except that if you are a Consumer whose residence is outside of the UK or Spain, the hearing will take place either in London or Alicante or by phone or videoconference, at your option and as permitted by the LCIA Rules. If you are a business (i.e., your use of the Services was for commercial use), then unless City Media LTD and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location in the United States for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, LCIA will determine the location. If your claim is for ten thousand GBP (£ 10,000) or less, we agree that you may choose whether the arbitration will be conducted solely based on documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the LCIA Rules. If your claim exceeds ten thousand GBP (£ 10,000), the right to a hearing will be determined by the LCIA Rules. Regardless of how the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. All decisions by the arbitrator will be final and binding and judgment on the award rendered may be entered in any court having jurisdiction.

(i) Costs of Arbitration; Legal Fees

i. Payment of Costs and Expenses. Payment of all filing, administration and arbitrator costs and expenses imposed by LCIA will be governed by the LCIA rules, provided that if you are initiating an arbitration against City Media LTD and the value of the relief sought is ten thousand GBP (£ 10,000) or less, then City Media LTD will advance all filing, administrative and arbitration costs and expenses imposed by LCIA (subject to reimbursement as set forth below). Further, if the circumstances in the preceding sentence apply and your claim arises from your use of the Services as a Consumer, but the value of the relief sought is more than ten thousand GBP (£ 10,000) and you demonstrate to the arbitrator that such costs and expenses would be more expensive than a court proceeding, then City Media LTD will pay the amount of any such costs and expenses. If the arbitrator determines that all of the claims you assert in arbitration are frivolous according to the Rule of Civil Procedure, you agree to reimburse City Media LTD for all such costs and expenses that City Media LTD paid and that you would have been obligated to pay under the LCIA Rules.

ii. Payment of Legal Fees – Each party will initially bear its own attorneys’ fees and expenses in connection with any arbitration. Should either party be determined to have substantially prevailed in the arbitration, then upon such party’s request, the arbitrator will award such prevailing party the reasonable attorneys’ fees and expenses that it incurred in connection with the arbitration, provided that to the extent that the dispute or claim relating to your personal or household use of the Services (rather than business use) City Media LTD will not seek to recover its attorneys’ fees and expenses in an arbitration initiated by you. The arbitrator may make rulings and resolve disputes as to the reimbursement of attorneys’ fees and expenses upon request from either party made within fourteen (14) days of the arbitrator’s ruling on the merits.

(j) Future Changes

Notwithstanding any provision in these Terms to the contrary, you and City Media LTD agree that if City Media LTD makes any future change to this arbitration provision (other than a change to the Notice Address) City Media LTD will provide you with notice of such change and you may reject any such change by sending us written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us under the language of this provision as unmodified by such rejected change.

(k) Special Severability

If any provisions of this Section 8 are found to be invalid or unenforceable for any dispute or claim, then, the entirety of this Section 8 will be null and void concerning such dispute or claim and Section 23 will apply in place of this Section 8.

(l) Opt-Out

You have the right to opt-out and not be bound by the arbitration or class action waiver provisions set forth above by sending (from the email address we associate with you as a User) written notice of your decision to opt out to info@citymedia.us, with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of your first use of the Services or your agreement to these Terms (whichever is later); otherwise, you will be bound to arbitrate disputes by the terms of those paragraphs. Note that if you opt-out of these arbitration provisions, City Media LTD also will not be bound by them.

9. Licence to the City Media LTD Services

9.1 Licence to Services. We grant you a limited, non-exclusive, non-transferable, non-sublicensable (except to sub-users registered via the Services), revocable right to use our Services solely to (a) browse the Services and search for, view, register for or purchase gift cards, coupons, tickets or registrations to the offers listed on the Services; and/or (b) create offer registration, Business USER profile and other webpages to promote, market, manage, track, and collect sales proceeds for offers. Your use of the Services must comply with these Terms and compliance with all applicable local, state, provincial, national and other laws, rules and regulations.

9.2 Restrictions on Your Licence. Without limitations on other restrictions, limitations and prohibitions that we impose (in these Terms or elsewhere), you agree you will not directly or indirectly

(a) copy, modify, reproduce, translate, localise, port or otherwise create derivatives of any part of the Services;

(b) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organisation of all or any part of the Services;

(c) rent, lease, resell, distribute, use the Services for other commercial purposes not contemplated or otherwise exploit the Services in any unauthorised manner;

(d) remove or alter any proprietary notices on the Services; or

(e) engage in any activity that interferes with or disrupts the Services.

9.3 Our Intellectual Property and Copyrights. You agree that all Site Content may be protected by copyrights, trademarks, service marks, trade secrets or other intellectual property and other proprietary rights and laws. City Media LTD may own the Site Content or portions of the Site Content may be made available to City Media LTD through arrangements with third parties. Site Content included in or made available through the Services is the exclusive property of City Media LTD and is protected by copyright laws. You agree to use the Site Content only for purposes that are permitted by these Terms and any applicable local, state, provincial, national or other law, rule or regulation. Any rights not expressly granted herein are reserved.

9.4 Trademarks. The trademarks, service marks and logos of City Media LTD (the “City Media LTD Trademarks”) used and displayed in connection with the Services are registered and unregistered trademarks or service marks of City Media LTD. Other company, product and service names used in connection with the Services may be trademarks or service marks owned by third parties (the “Third-Party Trademarks,” and, collectively with City Media LTD Trademarks, the “Trademarks”). The offering of the Services will not be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any Trademark displayed in connection with the Services without the prior written consent of City Media LTD specific for each such use. The Trademarks may not be used to disparage City Media LTD, any third party or City Media LTD or such third party’s products or services, or in any manner that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any site is prohibited unless City Media LTD approves the establishment of such a link by prior written consent specific for each such link. All goodwill generated from the use of any City Media LTD Trademark will inure to City Media LTD benefit. Several issued patents and patents pending apply to the Services. Site Content may also be protected by copyrights owned by City Media LTD and/or third parties. Please note that if you copy portions of the Services you are violating these patent rights and copyrights.

9.5 Use of Sub-domains. City Media LTD may provide you with the right to use a sub-domain within the Site (e.g., sub-domain: prefix.citymedia.com or City Media LTD.com) for given vouchers. All such sub-domains are the sole property of City Media LTD and we reserve the right to determine the appearance, design, functionality and all other aspects of such sub-domains. In the event, City Media LTD provides you with a sub-domain, your right to use such sub-domain will continue only for so long as your event is actively selling on the Services and you are in compliance with the Terms, including without limitation, these Terms of Service. If City Media LTD terminates your right to use a sub-domain for any other reason, it will provide you with a new sub-domain.

10. Licences and Permits Business USERS Must Obtain

If you are a Business USER, without limiting the generality of any representations or warranties provided elsewhere in these Terms of Service, you represent and warrant to us that:

(a) You and your affiliates will obtain, before the start of ticket sales, all applicable licences, permits, and authorizations (individually and collectively, “Licensure”) concerning events hosted by you or your affiliates on the Services. Licensure includes but is not limited to property operation permits and fire marshal permits;

(b) You and your affiliates will comply, and will ensure that the offers for each offeror e-coupon, gift card, created by you or your affiliates on the Services will comply, with all applicable laws, regulations, rules and ordinances;

(c) You will only request that City Media LTD offer tickets to an event after you have obtained any specific Licensures for such event, including, but not limited to, any state, county, municipal or other local authority’s authorization of the event, traffic engineering authorizations, fire department inspection reports, authorization to receive minors (if applicable), sanitary authorization (if applicable), and any other potentially applicable authorization; and (d) you and your affiliates will maintain in force throughout the term of access to the Service the applicable Licensure for Business USER to promote, produce, sponsor host and sell tickets for all events hosted by you or your affiliates on the Services

(d) Without limiting the generality of any release provided under these Terms of Service, as a material inducement to City Media LTD permitting you to access and use the Services, you hereby agree to release City Media LTD, and its affiliates and subsidiaries, and each of its and their respective parent companies, subsidiaries, officers, affiliates, representatives, shareholders, contractors, directors, agents, partners and employees from all damages (whether direct, indirect, incidental, consequential or otherwise), losses, liabilities, costs and expenses of every kind and nature, including, without limitation, attorneys’ fees, known and unknown, arising out of or in any way connected with your or your affiliates’ Licensure, any failure to obtain or maintain any Licensure, or any error in obtaining or maintaining any Licensure.

(e) Without limiting your indemnification obligations elsewhere under these Terms of Service, you agree to defend, indemnify and hold City Media LTD, and its affiliates and subsidiaries, and each of its and their respective officers, directors, agents, co-branders, licensors, payment processing partners, other partners and employees, harmless from any damage (whether direct, indirect, incidental, consequential or otherwise), loss, liability, cost and expense (including, without limitation, reasonable attorneys’ and accounting fees) resulting from any Claim due to or arising out of your or your affiliates’ Licensure, any failure to obtain or maintain any Licensure, or any error in obtaining or maintaining any Licensure. You agree to provide evidence of Licensure and related information before offering tickets or registrations for events on the Site and promptly upon the reasonable request of City Media LTD from time to time.

11. Your Rights to Submit a Copyright Takedown Notice

If you are a copyright owner or an agent of a copyright owner and you believe that any content on the Sites infringes your copyrights, you may submit a notification according to the Digital Millennium Copyright Act (“DMCA”) by following the directions we provided in City Media LTD Trademark and Copyright Policy.
12. Scraping or Commercial Use of Site Content is Prohibited

The Site Content is not intended for your commercial use. You have no right to use and agree not to use, any Site Content for your commercial purposes. You have no right to and agree not to scrape, crawl, or employ any automated means to extract data from the Site(s).

12. Fees and Refunds

12.1 Creating a Business USER and Customer accounts, listing QR-code vouchers/coupons/tickets/products/services and accessing the Services are free. However, we charge fees when you sell or buy paid tickets or registrations. These fees may vary based on individual agreements between City Media LTD and certain Business USERS. Business USERS ultimately determine whether these fees will be passed along to Consumers and shown as “Fees” on the applicable service page or absorbed into the ticket, booking or registration price and paid by the Business USER out of ticket and registration gross proceeds. The fees charged to Consumers may include certain other charges, including without limitation, facility fees, royalties, taxes, processing fees and fulfilment fees. Therefore, the fees paid by Consumers for services and products are not necessarily the same as those charged by City Media LTD to the applicable Business USER or the standard fees described on the Services to Business USERS. In addition, certain fees are meant, on average, to defray certain costs incurred by City Media LTD, but may in some cases include an element of profit and some cases include an element of loss. City Media LTD does not control (and thus cannot disclose) fees levied by your bank and/or credit card company, including fees for purchasing any product/service from the platform in foreign currencies or foreign persons. Be sure to check with your bank or credit card company before engaging in a transaction to understand all applicable fees, credit card surcharges and currency conversion rates.

12.2 Refunds. Because all transactions are between a Business USER and its respective attendees, City Media LTD asks that all Consumers contact the applicable Business USER of their event with any refund requests.

(a) If you are a Consumer, you acknowledge that should you receive a refund for your purchase, you will discard any QR-code voucher that we or any Business USER has delivered, and will not use it (or any copy of it). Violation of the foregoing constitutes fraud. You acknowledge that the applicable procedure to check the validity of the QR-code voucher must always be followed. City Media LTD will not be held liable under any circumstances for any costs arising from non-compliance by Business USERS with applicable procedures that must be implemented by Business USERS to check the validity of QR-code vouchers. City Media LTD will not be held liable under any circumstances for costs and/or damage associated with QR-code vouchers arising from situations of fraud and/or for damage associated with the purchase of the QR-code voucher or ticket through non-official means, such as third parties.

(b) If you are a Business User, you acknowledge that the applicable procedure to check the validity of the QR-code voucher must always be followed. City Media LTD will not be held liable under any circumstances for any costs arising from non-compliance by Business USERS with applicable procedures that must be implemented by Business USERS to check the validity of tickets. City Media LTD will not be held liable under any circumstances for costs and/or damage associated with tickets arising from situations of fraud and/or for damage associated with the purchase of the ticket through non-official means, such as third parties.

13. Your Account with City Media LTD

We may require you to create an account to access certain features or functions of the Services. You agree to follow certain rules when you create an account with City Media LTD or use the Services, including the following:

• You must be at least 18 years of age, or the legal age of the majority where you reside, to use the Services. If you are 15 or older, you may only use the Services under the supervision of a parent or legal guardian who manages your use and/or account. However, if you are under 15, please do not provide us with any information about yourself.

• You agree to provide true, accurate, current and complete information about yourself, or if you are using the Services on behalf of an entity, the entity (the “Registration Data”). You also agree to update this Registration Data if it changes.

• If there is a dispute between two or more persons or entities as to account ownership, City Media LTD will be the sole arbiter of that dispute and City Media LTD’s decision (which may include termination or suspension of the account) will be final and binding on those parties.

• If you are using the Services on behalf of a company or other entity, you represent and warrant that you have the authority to legally bind that entity and grant City Media LTD all permissions and licences provided in these Terms.

• We may provide you with the ability to implement certain permission within your account to third parties including, “sub-users,” “sub-accounts,” or other credentialed account users. If we do so, you agree that you are solely responsible for all activity that occurs under your account (including actions by sub-users), so you must maintain the confidentiality of your password and account details. You likewise agree that all rules applicable to your account will apply to all third parties to whom you grant access to your account.

• You agree to immediately notify City Media LTD of any unauthorised use of your password or account or any other breach of security. You are responsible for (and we will hold you responsible for) any activities that occur under your account.

14. City Media LTD Guidelines

You agree to abide by the City Media LTD Society Guidelines whenever you use or access our Services. Please read these carefully, as they affect what types of content and conduct are permitted on and through the City Media LTD Services.

15. Your Content

15.1 Licence. City Media LTD does not make any claim to Your Content. However, you are solely responsible for Your Content. You hereby grant City Media LTD a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable right and licence to access, use, reproduce, transmit, adapt, modify, perform, display, distribute, translate, publish and create derivative works based on Your Content, in whole or in part, in any media, to operate the Services (including City Media LTD promotional and marketing services, which may include without limitation, promotion of your event on a third party website), and you hereby waive any moral right to use the name you submit with Your Content. Notwithstanding the foregoing, City Media LTD does not claim, and you do not transfer, any ownership rights in any of Your Content and nothing in these Terms of Service will restrict any rights that you may have to use and exploit Your Content outside of the Services.

15.2 Your Representations About Your Content. You represent and warrant that you have all the rights, power and authority necessary to grant the foregoing licence and that all Your Content (a) does not infringe, violate, misappropriate or otherwise conflict with the rights of any third party; (b) complies with all applicable local, state, provincial, national and other laws, rules and regulations; and (c) does not violate these Terms.

15.3 Additional Rules About Your Content. Your Content must be accurate and truthful. City Media LTD reserves the right to remove Your Content from the Services if City Media LTD believes in its sole discretion that it violates these Terms, our Society Guidelines, or for any other reason. City Media LTD may use your name and logo (whether or not you have made it available through the Services) to identify you as an existing or past customer of City Media LTD both on the Services and in marketing, advertising and promotional materials. We likewise may preserve Your Content and account information and may also disclose Your Content and account information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to (a) comply with legal process; (b) respond to claims that any of Your Content violates the rights of third parties; (c) enforce or administer the Terms of Service, including without limitation, these Terms of Service; and/or (d) protect the rights, property and/or personal safety of City Media LTD, its users and/or the public, including fraud prevention. You understand that the technical processing and transmission of the Services, including Your Content, may involve transmissions over various networks and/or changes to conform and adapt to the technical requirements of connecting networks or devices.

16. Notices

Notices to you may be sent via email or regular mail to the address in City Media LTD records. The Services may also provide notices of changes to these Terms or other matters by displaying notices or links to notices to you generally on the Services. If you wish to contact City Media LTD or deliver any notice, you can do so at City Media LTD Ltd., Attn: Legal Department 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ or via email to info@citymedia.us

17. Modifications to the Terms of Services

City Media LTD reserves the right to modify these Terms from time to time (collectively, “Modifications”). If we believe the Modifications are material, we will inform you about them by doing one (or more) of the following (a) posting the changes through the Services; (b) updating the “Updated” date at the top of this page, or (c) sending you an email or message about the Modifications. Modifications that are material will be effective thirty (30) days following the “Updated” date or such other date as communicated in any other notice to you. Modifications that are simply addressing new functions we add to the Services or which do not impose any additional burdens or obligations on you will be effective immediately. You are responsible for reviewing and becoming familiar with any Modifications. Your continued use of the Services following Modifications constitutes your acceptance of those Modifications and the updated Terms. In certain circumstances, City Media LTD may seek a Modification to these Terms that will only apply to you. This type of Modification must be accomplished by way of a written or electronic document signed by you and an authorised officer of City Media LTD. City Media LTD is constantly evolving products and services to better meet the needs of our Users. Because of this, we cannot guarantee the availability of certain product features or functionality. City Media LTD reserves the right to modify, replace or discontinue any part of the Services or the entire Service.

18. Assignment

We may, without your consent or approval, freely assign these Terms and our rights and obligations under these Terms whether to an affiliate or another entity in connection with a corporate transaction or otherwise.

19. Entire Agreement

Except as otherwise set forth herein, these Terms constitute the entire agreement between you and City Media LTD and govern your use of the Services, superseding any prior or contemporaneous agreements, proposals, discussions or communications between you and City Media LTD on the subject matter hereof, other than any written agreement for Services between you and an authorised officer of City Media LTD relating to specified offers, services, products, vouchers or tickets.

20. Applicable Law and Jurisdiction

These Terms are governed by the English laws, without regard to its conflict of laws rules. These laws will apply no matter where in the world you live. But if you live outside of the United States, you may be entitled to the protection of the mandatory consumer protection provisions of your local consumer protection law. City Media LTD is based in London, United Kingdom, and any legal action against City Media LTD related to our Services that is not precluded by the arbitration provisions in these Terms must be filed and take place in London. Thus, for any actions not subject to arbitration, you and City Media LTD agree to submit to the personal jurisdiction of the Hight Court located in London, United Kingdom.

21. Third Party Websites; Linked Accounts

The Services may provide, or Users may provide, links to other Internet websites or resources. Because City Media LTD has no control over such websites and resources, you acknowledge and agree that City Media LTD is not responsible for the availability of such websites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, services or other materials on or available from such websites or resources, or any damages or losses related thereto, even if such websites or resources are connected with City Media LTD partners or third-party service providers.

22. Additional Miscellaneous Provisions

Our failure to enforce any part of these Terms will not constitute a waiver of our right to later enforce that or any other part of these Terms. No oral waiver, amendment or modification of these Terms will be effective. If any provision of these Terms is found to be unenforceable, that part will be limited to the minimum extent necessary the other provisions of these Terms remain in full force and effect. Section titles in these Terms are for convenience and have no legal or contractual effect. No independent contractor, agency, partnership, joint venture or other such relationship is created by these Terms. We may freely assign any of our rights and obligations under these Terms. We may translate these Terms into other languages for your convenience. If there is a conflict between the English version and a translated version, the English version will control.

24. Additional Clauses for Users in Certain Locations

City Media LTD is a global company offering Business USERS and Consumers the opportunity to benefit from our unique Services worldwide. To allow each User full advantage of our Services and applicable law, certain additional provisions included in this Section may apply to you.

EEA, Swiss and UK Users. If you are a User located in the European Economic Area (“EEA”), Switzerland and the United Kingdom (together, “EU”) who is an individual acting for purposes that are wholly or mainly outside of your trade, business, craft or profession while using the Services, then the following EU Amendments available here apply to you. If you are a Business USER located in the EU you are a data controller concerning your consumer’s data of which City Media LTD will act as a data processor with certain data processing operations. In these circumstances, the Data Processing Addendum for Business USERS located HERE is incorporated into these Terms.

Last updated 20.10.2023

City Media LTD Ltd

71-75 Shelton Street

London

United Kingdom, WC2H 9JQ

s.

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