Welcome to The Cinema Designer Website (defined below), operated by The System Designer Limited (referred to herein as "The Cinema Designer", “TCD” or “We,” “Us,” or other forms thereof). TCD includes access to data, reports, information, and other content and applications on our website, software, and technology to help You conduct transactions with TCD.
PLEASE READ THE TERMS AND CONDITIONS OF THESE TERMS OF SERVICE AGREEMENT (THE “AGREEMENT”) CAREFULLY BEFORE USING THE WEBSITE. THIS AGREEMENT INCLUDES INFORMATION ABOUT TCD’S RIGHT TO COLLECT, ANALYSE, AND DERIVE DATA AND OTHER INFORMATION RELATING TO THE PROVISION, USE AND PERFORMANCE OF VARIOUS ASPECTS OF THE WEBSITE AND RELATED SYSTEMS AND TECHNOLOGIES (INCLUDING, WITHOUT LIMITATION, PERSONAL INFORMATION AND DATA DERIVED THEREFROM). IF YOU ARE NOT WILLING TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT EXECUTE THIS AGREEMENT, AND DO NOT USE OR ACCESS (OR CONTINUE TO USE OR ACCESS) THE WEBSITE.
If You are entering into this Agreement on behalf of a company, business or other legal entity, You represent that You have the authority to bind such entity and its affiliates to this Agreement, in which case the terms “You” or “Your” shall refer to such entity and its affiliates. If You do not have such authority, or if You do not agree with this Agreement, You must not accept this Agreement and may not use the Website.
“Benchmark Data” means statistical, system, usage, and configuration data regarding Your compliance with the Agreement and Your usage of the Website that: (i) does not specifically identify You or Your customers; and (ii) does not consist of any of Your Personal Information, provided, however, that You shall not consider statistical, aggregate data part of Your Personal Information.
“Information” means the records, data, and other information accessible through, provided or made available by TCD.
“Personal Information” means information that of a specific individual, such as a person’s name, address, email address, banking information, payment card information, and personal usage data related to Your use of the Website.
“Subscription Fees” means the subscription fees payable by You, as set out in Section 9.
“Subscription Term” means the term of this Agreement as determined in accordance with Section 9.
“User Content” means any information, text, links, graphics, photos, audio, videos, or other materials or arrangements of materials uploaded, input, or otherwise transmitted using the Website by You.
“Website” means the Cinema Designer Website (at thecinemadesigner.com), including all subdomains, websites, and applications or services that We operate or offer that link to these Terms of Service; and any Information from the Website.
Subject to the terms and conditions of this Agreement, and payment of applicable Subscription Fees, TCD hereby grants to You a nonexclusive, non-transferable, limited license during the Subscription Term to access and use the Website for Your internal business purposes only.
The Website is made available to You as a hosted service, and TCD hosts and retains physical control over the Website and only makes it available for access and use by You over the Internet through a Web-browser (e.g., Internet Explorer) or mobile application. Nothing in this Agreement obligates TCD to deliver or make available any copies of computer programs or code from the Website to You, whether in object code or source code form.
You shall be responsible for obtaining and purchasing all equipment, Internet access services, modifying its network, and doing all other things necessary in order to use the Website.
You represent and warrant that You (a) are not under the age of 18; (b) have not previously been suspended or removed from the Website; (c) are not a direct competitor of TCD; (d) that You have full power and authority to enter into this Agreement and in doing so will not violate any other agreement to which You are a party; and (e) that You understand that the use of the Website is at your own risk.
To use the Website, You must register for an account, and will either select or will be issued a username or similar identifier such as a unique number and password or pin (“Login Credentials”). You are responsible for safeguarding Your Login Credentials. You, and not TCD, are responsible for any activity occurring through Your Login Credentials, whether or not You authorised such activity. If You become aware of any unauthorised access through Your Login Credentials, You agree to notify TCD immediately. Your Login Credentials may not be shared and may only be used by You.
You agree to provide Us with accurate and complete information required to register for the Website and at other times as required in connection with using the Website (“Registration Information”). You agree, at all times, to: (a) provide current, complete, true and accurate Registration Information; (b) maintain and update your Registration Information as required to keep it current, complete and accurate; and (c) provide additional information about You and your organization which is pertinent to your use of the Website, as may be requested by TCD from time to time.
You shall authorize access to and assign unique passwords and user names to Your end users of the Website (“Client Accounts”). You shall be responsible for any activity occurring through the Client Accounts, including unauthorised activity. You shall use commercially reasonable efforts to prevent unauthorised access to or use of the Website and shall promptly notify Us in the event of any unauthorised access or use of the Website and any loss or theft or unauthorised use of any of the Client Accounts. You shall comply with all applicable local, state, federal, and foreign laws, treaties, and regulations applicable to Your use of the Website, including without limitation those related to privacy, electronic communications, and anti-spam legislation.
You acknowledge and agree that We may send You information and notices regarding our products or services by email or through other means. You acknowledge and agree that We shall have no liability associated with or arising from Your failure to maintain accurate Registration Information or any other information, including, but not limited to, Your failure to receive critical information about the Website. You acknowledge, consent and agree that We may access, preserve, and disclose Your registration and any other information You provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims of a violation of the rights of third-parties; (d) respond to Your requests for customer service; or (e) protect the rights, property, or personal safety of TCD, its Users and the public.
Certain parts of the Website may enable You to provide Information to the Website. You shall not upload or transmit to the Website any copyrighted or other proprietary materials without permission from the owner or any licensee with authorization to allow public display of such material and such other rights as are necessary to use the materials as they are used with the Website. You shall be solely responsible for any damages resulting from provision of these materials, and for obtaining all rights from their owners or licensors.
By using the Website, You further agree that:
From time to time, TCD uses third party applications, content, websites, hardware, software, and services (the “Third Party Content”), in providing the Website and services to You. For these purposes, TCD will transmit certain data, including, but not limited to, user Login Credentials, contact data, email addresses, and other Personal Information to such third parties who may or may not, in TCD’s sole discretion, be identified in connection with provision of the Third Party Content.
The Third Party Content may be governed by the terms and conditions of use and privacy policies of the third party providers thereof, and Your use of the Third Party Content will be governed by and subject to such terms and conditions and privacy policies. You agree to abide by the terms and conditions of use and privacy policies of such Third Party Content. You understand and agree that TCD does not endorse and is not responsible or liable for the performance, design, function, features, or content of any Third Party Content or for any transaction You may enter into with the provider of any such Third Party Content. TCD hereby disclaims all liability for Your use of and any causes of action, losses, costs or other claims You may have relating to any such Third Party Content.
You acknowledge that materials and functionality available within the Website are protected by copyrights, trademarks, service marks, patents, trade secrets and/or other proprietary rights (“Intellectual Property”) and are owned by TCD or are used by permission. Except as TCD may expressly authorize in writing, You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative of the Website. All trademarks used within the Website are the property of their respective owners and are used by permission. All Information on the Website are the proprietary property of TCD, and title to the Information and all intellectual property rights protecting the Information remains with TCD. You agree to take diligent and reasonable steps to keep the Information confidential and free from unauthorised access or use, and not to divulge, provide, or make the Information available to a third person, unless said person is under Your direct professional supervision. Further, You may not assign, convey, sublicense, or otherwise transfer this agreement or any right, license, or privilege to the Information to another party.
You agree not to copy, duplicate, download, or otherwise disseminate Information without the explicit written permission of TCD. You further agree not to modify or alter the physical or electronic characteristics of the Information, or any aspect of the Website’s electronic environment, and to not be party to any attempt to dismantle, reverse engineer, or electronically intrude into TCD’s proprietary systems.
You agree that TCD may collect, use and transfer User Content (including Your Login Credentials and Registration Information) subject to the terms of this Agreement.
You own all of Your User Content that is captured and stored via the Website. You hereby grant TCD a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such User Content in any and all media or distribution methods (now known or later developed).
You represent and warrant that You have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any User Content that You submit, post or display on or through the Website. You agree that such User Content will not contain material subject to copyright or other proprietary rights, unless You have necessary permission or are otherwise legally entitled to post the material and to grant TCD the license described above.
The above granted license to use such User Content shall survive any termination of Your use of the Website, with respect to data captured and stored on or before the date of termination.
Notwithstanding anything to the contrary in the Agreement, You authorize and agree that TCD may collect Benchmark Data and such Benchmark Data shall be the property of TCD. TCD shall have the right to retain, use, distribute, sell, and otherwise exploit such Benchmark Data.
All Subscription Fees are non-cancellable and non-refundable, unless explicitly set forth in this Section 9.
A subscription to the Website can be purchased directly from TCD by paying a monthly or annual fee (i.e. the Subscription Fee) for access to the Website for a specific time period (i.e. the Subscription Period). Your subscription to the Website will automatically renew at the end of the Subscription Period, unless You cancel your subscription as shown below.
TCD may change the Subscription Fee (for periods not yet paid for) from time to time, and will communicate any price changes to You in advance and, if applicable, how to accept those changes, or how to cancel Your subscription.
You may cancel any Subscription Fees by email or contacting us as set forth in Section 20. Your cancellation will be effective within 3 business days of notice. You are responsible for all fees incurred up to and including the date of cancellation, including the 3-day delayed effective cancellation date.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK UNLESS OTHERWISE EXPLICITLY STATED. THE WEBSITE IS PROVIDED ON AN “AS IS” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TCD DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED CONDITION OR WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. TCD MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS, QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE WEBSITE, ANY CONTENT ON THE WEBSITE, OR ANY THIRD PARTY CONTENT.
TCD MAKES NO WARRANTY OR REPRESENTATION THAT: (A) THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE OR ACHIEVE ANY PARTICULAR RESULT; (C) YOUR USE OF THE WEBSITE, OR THE QUALITY OF ANY PRODUCTS, APPLICATIONS, WEBSITE CONTENT, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED FROM THE WEBSITE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; OR (D) ANY ERRORS IN THE WEBSITE WILL BE CORRECTED. IN PARTICULAR, THE WEBSITE’S OPERATION MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR TECHNICAL IMPROVEMENTS. IN ADDITION TO THE OTHER DISCLAIMERS AND LIMITS OF LIABILITY SET FORTH HEREIN, TCD SPECIFICALLY DISCLAIMS ALL LIABILITY CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONALITY, FAILURE OF ACCESS, OR POOR USE CONDITIONS OF THE WEBSITE FOR ANY REASON.
YOU ASSUME ALL RISK FOR ANY DAMAGE OR LOSS OF DATA THAT RESULTS FROM USING THE WEBSITE.
TCD DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS LOGGING INTO OR REGISTERING TO USE THE WEBSITE, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF THE WEBSITE BY OTHER USERS; THEREFORE, TCD DISCLAIMS ALL LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF INACCURATE INFORMATION, FRAUD, NEGLIGENCE, OR WILFUL MISCONDUCT THROUGH THE WEBSITE, OR ANY OTHER INAPPROPRIATE USES OF THE WEBSITE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TCD, ITS EMPLOYEES, MEMBERS, MANAGERS, OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, SERVICE PROVIDERS, LICENSORS, AGENTS, OR ANY OF THEIR HEIRS OR ASSIGNS (THE “TCD PARTIES”), SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, PERSONAL INJURY, WRONGFUL DEATH, LOSS OF COMPANIONSHIP OR CONSORTIUM, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA) ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE OR ITS USE, EVEN IF TCD OR ANY OF THE OTHER TCD PARTIES HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION LOSSES OR DAMAGES ARISING IN WHOLE OR IN PART FROM: (A) THE USE OF OR THE INABILITY TO USE, OR THE MALFUNCTION OF THE Website; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE WEBSITE; (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE INCLUDING WITHOUT LIMITATION UNAUTHORISED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; (D) TCD CONTENT OR INFORMATION YOU MAY DOWNLOAD, USE, RELY UPON, MODIFY OR DISTRIBUTE; (E) YOUR PURCHASE OF PRODUCTS OR SERVICES OF ANY KIND FROM ANY SOURCE VIA THE WEBSITE; AND, REGARDLESS OF WHETHER OR NOT SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AS SET FORTH IN THIS PROVISION.
TO THE EXTENT ALLOWED BY LAW, TCD SHALL HAVE NO LIABILITY FOR UNAUTHORISED THIRD-PARTY ACCESS TO, OR ALTERATION, THEFT, CORRUPTION OR DESTRUCTION OF, ANY INFORMATION CONTAINED ON THE WEBSITE, WHETHER THROUGH NEGLIGENCE, ACCIDENT, OR CRIMINAL, FRAUDULENT OR OTHER WRONGFUL MEANS OR DEVICES.
IN ANY EVENT, THE TOTAL LIABILITY OF TCD TO YOU OR ANY OTHER USER FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO AND SHALL IN NO EVENT EXCEED THE SUM OF THE GREATER OF ONE-HUNDRED DOLLARS ($100.00) OR, IN THE EVENT THAT YOUR DISPUTE OR CLAIM ARISES FROM YOUR PURCHASE OF PRODUCTS OR SERVICES, THE COST OF SUCH DISPUTED PRODUCTS OR SERVICES (I.E., THE AMOUNT YOU PAID TO TCD FOR SUCH PRODUCTS). THIS LIMITATION APPLIES REGARDLESS OF THE FORM OF THE CAUSE OF ACTION, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, NON-INFRINGEMENT, AND OTHER CAUSES OF ACTION OR ALLEGATIONS.
NOTE: SOME JURISDICTIONS EITHER LIMIT THE PERMISSIBLE SCOPE OF OR DO NOT ALLOW CERTAIN DISCLAIMERS AND LIMITATIONS SUCH AS THOSE APPEARING IN THIS AGREEMENT. ACCORDINGLY, SOME OF THE LIMITATIONS AND DISCLAIMERS APPEARING HEREIN MAY NOT APPLY TO YOU.
You agree at our request to defend, indemnify and hold TCD and the TCD Parties harmless from and against any and all claims, damages, costs, losses, and other liabilities, including without limitation reasonable attorney, expert witness, and other professional fees, arising from any claims, actions or demands that arise out of or relate to (or are alleged to arise out of or relate to): (a) Your use of the Website including Your provision of Personal Information, User Content, or other materials or content to the Website; (b) Your violation of any provision of this Agreement; or (c) Your violation of any applicable law, rule, regulation, intellectual property or other third party rights in connection with Your use of the Website. TCD may in its sole discretion and at any time, even after commencement of the defense, assume control of the defense of any third party claim that is subject to indemnification by You. You agree to provide all reasonable cooperation and assistance in defense of such claims.
TCD reserves the right, at our sole discretion, to terminate any and all access to the Website provided to You at any time without notice for any reason. TCD also reserves the right, at our sole discretion, to discontinue any service or modify any part of the Website We provide without notice, at any time, and without liability. TCD reserves the right, at our sole discretion, to terminate services provided to You, access to any and all parts of the Website, and to deactivate Your TCD Account Login Credentials. We shall not be liable to You or any third party if We terminate Your account, and You agree to hold Us harmless and indemnify Us from any third party claims arising from the termination of Your account, except as may be required by applicable law, and no refunds or compensation of any sort will be granted to You if We terminate Your account. You agree that any material breach of this Agreement will result in irreparable harm to TCD for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, TCD will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if TCD seeks such an injunction.
TCD may conduct advertising campaigns and promotions itself or on behalf of third parties on the Website. Your correspondence or business dealings with, or participation in promotions of, advertisers other than TCD found on or through the Website, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such third party. TCD is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-TCD advertisers on the Website.
This Agreement, and any disputes arising from, relating to, or touching upon the Agreement and/or the subject-matter hereof, shall be construed under and governed by UK Law. All contracts resulting from or relating to this Platform, including this Agreement, as well as all information and advice provided in the Website, shall be deemed to have been formed, entered into, executed, and/or given/communicated in England.
Any dispute arising out of or related to this Agreement or the subject-matter hereof, shall exclusively be brought or commenced, if at all, only in the courts located in England, UK. By accessing and using the Website, You (and any person or entity on whose behalf You act) hereby agree and consent to the exclusive jurisdiction and venue of any state or court located in England and You hereby waive all defenses of lack of personal jurisdiction and forum non-conveniens. You (and any person or entity on whose behalf You act) agree to service of process for any claim arising out of or related to this Agreement via a national private carrier (e.g. RoyalMail, UPS), and hereby waive personal service.
This Agreement contains the full understanding between the parties and supersedes all prior representations or agreements, whether oral or written, with respect to such matters. If any provision of the Agreement is held invalid by any law or regulation of any government, or by any court, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose, and the other provisions of the Agreement will remain in full force and effect.
ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER YOU NOR TCD WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
This Agreement is solely for the benefit of the parties, the TCD Parties, and their respective successors and assigns, and shall not be enforceable by or otherwise be interpreted in such a way as to create any third party beneficiary rights in any third party.
WE MAY FROM TIME TO TIME AMEND, SUPPLEMENT OR MODIFY THE AGREEMENT. IF WE MAKE MATERIAL CHANGES TO THE AGREEMENT, WE WILL POST AN UPDATED VERSION OF THE AGREEMENT OR COMMUNICATE NOTICE OF THE CHANGES TO YOU IN SOME OTHER MANNER. NOTWITHSTANDING THE FOREGOING, IT IS YOUR RESPONSIBILITY TO CHECK THE AGREEMENT PERIODICALLY FOR CHANGES.
You can review the most current version of this Terms of Service at any time at thecinemadesigner.com. The revised terms and conditions will become effective upon posting, and if You use the Website after that date, Your use will constitute acceptance of the revised terms and conditions. If any change to this Terms of Service is not acceptable to You, Your only remedy is to stop accessing and using the Website.
To the extent permitted by applicable law, all claims against TCD or the TCD Parties arising out of this Agreement shall be filed within one (1) year of the date on which the event(s) first giving rise to the claim arose, and any claims not brought within such one year limits shall be permanently barred.
For any questions or concerns regarding this Agreement, please contact us at:
The Cinema Designer
6 High Street
Tenterden, Kent TN30 6AP UK