Terms of Use

CinemaPlus Platform Services; Integration of Governing Documents

[CMX Cinemas] ("Operator") uses software, ticketing, commerce, and related platform services provided by CinemaPlus, LLC, a Nevada limited liability company ("CinemaPlus"), to operate, host, or support certain features and functionality made available through this website, mobile application, point-of-sale system, or other consumer-facing interface (collectively, the "CinemaPlus Services"). By accessing or using any CinemaPlus Services through or in connection with Operator's platform, you acknowledge that your relationship is governed by a layered framework of documents as set forth in this CinemaPlus Platform Integration Addendum (this "Addendum"), and you agree to be bound by each document applicable to your use as described below.

1. Governing Document Framework; Scope and Applicability.

The following documents govern your access to and use of the CinemaPlus Services and your transactions with Operator, each within its defined scope:

(a) This CinemaPlus Platform Integration Addendum is appended to and made a part of the Operator's terms of use, terms of service, privacy policy, refund policies, cancellation policies, loyalty and reward program policies, venue rules, or similar term, as the case may be (collectively, the "Operator Terms"), which are (i) presented above or below; (ii) made available on the Operator's website; (iii) made available through the Operator's services or platform; or (iv) otherwise published by the Operator and made available to users prior to or at the time of their use of the CinemaPlus Services.

(b) The Operator Terms govern your relationship with Operator and all Operator-specific aspects of your experience, including Operator's venue rules, event policies, Operator-specific refund and exchange policies, Operator's own loyalty or subscription offerings, and any other products, services, or experiences offered directly by Operator that are independent of the CinemaPlus Services. The Operator Terms apply solely with respect to Operator's own offerings, venue-specific rules, and Operator-specific transaction terms.

(c) CinemaPlus Terms of Service for End Users, available at https://www.cmxcinemas.com/terms-of-service (as updated from time to time, the "CinemaPlus Terms of Service for End Users"), govern your access to and use of the CinemaPlus Services themselves, including the software platform, ticketing functionality, concession and merchandise commerce flows, digital stored-value and CinemaCash features, subscription management, mobile ticketing, user accounts, and all other features and functionality provided by CinemaPlus. By using the CinemaPlus Services through Operator's platform, you expressly agree to be bound by the CinemaPlus Terms of Service for End Users as if you had accessed those Services directly through CinemaPlus, and you acknowledge that you have been provided reasonable opportunity to review such terms prior to your use. THE CINEMAPLUS TERMS OF SERVICE FOR END USERS ARE INCORPORATED HEREIN BY REFERENCE WITH THE SAME FORCE AND EFFECT AS IF FULLY SET FORTH IN THE OPERATOR TERMS.

(d) CinemaPlus Privacy Policy, available at https://www.cmxcinemas.com/privacy-policy (as updated from time to time, the "CinemaPlus Privacy Policy"), governs all matters relating to privacy, cookies, tracking technologies, personal data and personal information, and related data-processing activities conducted by or through the CinemaPlus Services. Operator has agreed with CinemaPlus to adopt and incorporate the CinemaPlus Privacy Policy by prominently posting and conspicuously hyperlinking to it on Operator's consumer-facing interfaces in connection with the CinemaPlus Services. To the extent there is any conflict between the Operator Terms or any Operator-specific privacy disclosure and the CinemaPlus Privacy Policy with respect to personal data collected or processed through or in connection with the CinemaPlus Services, the CinemaPlus Privacy Policy controls solely with respect to such CinemaPlus Services and related data-processing activities. For personal data collected by Operator outside the CinemaPlus Services, Operator's own privacy policy governs.

(e) CinemaPlus Terms of Service for Operators govern the business-to-business relationship between CinemaPlus and Operator, including all commercial, operational, and risk-allocation matters and nothing in the CinemaPlus Terms of Service for Operators creates any obligation of CinemaPlus directly enforceable by end users. The CinemaPlus Terms of Service for Operators are not directed at or enforceable by end users, and nothing in this Addendum is intended to confer any third-party beneficiary rights on end users with respect to those business-to-business provisions.

2. Order of Precedence.

In the event of any conflict or inconsistency among the documents described in Section 1 above with respect to your rights and obligations as an end user, the following order of precedence controls (with each earlier-listed document controlling over later-listed documents to the extent of the conflict, and only within each document's defined scope as set forth in Section 1):

1. The CinemaPlus Privacy Policy, solely with respect to privacy, cookies, tracking technologies, personal data, and related data-processing matters arising in connection with the CinemaPlus Services;
2. The CinemaPlus Terms of Service for End Users, solely with respect to your access to and use of the CinemaPlus Services; and
3. The Operator Terms, with respect to Operator-specific offerings, venue rules, and Operator-specific transaction terms.

No conflict exists, and no order of precedence is triggered, merely because these documents address different subject matters within their respective defined scopes. Operator Terms that impose additional obligations or restrictions consistent with, and not in conflict with, the CinemaPlus Terms of Service for End Users shall apply in addition to, and not instead of, those terms.

With respect to any dispute arising primarily from your use of the CinemaPlus Services, the governing law and dispute-resolution provisions of the CinemaPlus Terms of Service for End Users shall apply. With respect to any dispute arising primarily from Operator-specific offerings or venue-specific terms, the governing law and dispute-resolution provisions of the Operator Terms shall apply.

3. Adoption, Presentation, and Acceptance.

To the extent Operator has validly adopted and presented the CinemaPlus Terms of Service for End Users and the CinemaPlus Privacy Policy by (a) incorporating them herein by reference; and (b) presenting conspicuous links to each at the point of purchase, point of account creation, or in the Operator Terms in a manner that provides users reasonable notice and opportunity to review such terms prior to acceptance. Your continued use of the CinemaPlus Services through Operator's platform, including the completion of any ticket purchase, concession order, subscription enrollment, merchandise transaction, or account registration, constitutes your express acceptance of and agreement to be bound by (i) the Operator Terms; (ii) the CinemaPlus Terms of Service for End Users; and (iii) the CinemaPlus Privacy Policy, each as in effect at the time of such use or transaction, provided that you have been given reasonable notice of such terms and a reasonable opportunity to review them prior to such acceptance. If you do not agree to any of these documents, you may not access or use the CinemaPlus Services through Operator's platform. Notwithstanding the foregoing, with respect to the arbitration provision and class action and jury trial waivers contained in the CinemaPlus Terms of Service for End Users, acceptance is effective only upon the end user's affirmative assent through the mechanism provided at the applicable point of purchase or account registration, and not through continued use alone.

CinemaPlus is an intended third-party beneficiary solely of those provisions of this Addendum that expressly apply to CinemaPlus, reference the CinemaPlus Terms of Service for End Users or the CinemaPlus Privacy Policy, allocate responsibility to CinemaPlus, or disclaim or limit liability of CinemaPlus.

4. Roles and Responsibilities; Merchant of Record.

As between Operator and CinemaPlus, and as between each of them and you:

(a) CinemaPlus provides the technology platform, software, payment processing infrastructure, and related services that enable Operator to offer ticketing, commerce, and related functionality. To the extent CinemaPlus or its payment processor acts as merchant of record or payment facilitator for payment processing purposes with respect to any transaction you complete through the CinemaPlus Services (as will be identified during the applicable checkout flow or as otherwise disclosed in the applicable order confirmation or transaction receipt), CinemaPlus shall be responsible for payment processing and financial settlement for that transaction, in accordance with the CinemaPlus Terms of Service for End Users and applicable payment network rules. CinemaPlus' liability for such transactions shall be governed exclusively by the CinemaPlus Terms of Service for End Users and applicable law.

(b) Operator is solely responsible for: (i) the underlying event, venue, showtime, and ticket availability; (ii) concession and merchandise offerings; (iii) applicable refund and exchange policies; and (iv) all Operator-specific terms and conditions applicable to your transaction. Operator remains solely responsible for all Operator-specific products and services regardless of which party acts as the merchant of record for payment-processing purposes or which party's name appears on any receipt, confirmation, or payment instrument, and CinemaPlus expressly disclaims any warranty, representation, or guarantee regarding such products and services. Except to the extent expressly set forth in the CinemaPlus Terms of Service for End Users or required by applicable law, CinemaPlus acts as a technology platform provider and is not responsible for Operator's performance, products, services, or policies.

(c) Allocation of Recourse. To the extent a claim, issue, dispute, or request relates to Operator-specific matters, including venue rules, event administration, showtimes, ticket availability, concession or merchandise offerings, fulfillment, Operator-specific refund and exchange policies, or other products or services offered by Operator, your recourse shall be against Operator and not CinemaPlus, except to the extent expressly provided in the CinemaPlus Terms of Service for End Users or required by applicable law. To the extent a claim, issue, dispute, or request relates to the CinemaPlus Services, including platform functionality, account access, CinemaCash or other stored-value features, mobile ticketing functionality, or payment-processing matters to the extent CinemaPlus or its payment processor acts as merchant of record or payment facilitator, your recourse shall be against CinemaPlus and not Operator, except to the extent expressly provided in these Operator Terms or required by applicable law. If a matter involves both Operator-specific issues and CinemaPlus Services issues, the foregoing allocation will apply to each party based on the nature of the applicable claim, issue, dispute, or request.

5. Updates to CinemaPlus Documents.

CinemaPlus may update the CinemaPlus Terms of Service for End Users and the CinemaPlus Privacy Policy from time to time in accordance with the terms of those documents and applicable law. As Operator has adopted those documents by reference to the then-current versions hosted at the URLs specified in Section 1 above, the then-current versions of those documents at the time of your use or transaction will apply, provided that material changes to such documents will be effective only upon reasonable notice to users as specified in those documents or as required by applicable law. Operator is responsible for ensuring that current versions of those documents remain accessible from Operator's consumer-facing platform in accordance with Operator's agreement with CinemaPlus.

6. Severability; No Waiver.

If any provision of this Addendum is found unenforceable in a particular jurisdiction or as applied to a particular claim, it will be severed as to that jurisdiction or claim, and the remainder of this Addendum will remain in full force and effect. Operator's failure to enforce any provision of this Addendum on any occasion will not constitute a waiver of Operator's or CinemaPlus' right to enforce such provision subsequently.