TERMS OF SERVICE



Please read these terms carefully. In them you grant CITY AM important rights.

By joining the CITY AM CLUB or registering for, accessing, browsing or using this Website, you acknowledge that you have read, understood and agreed to be bound by the following terms of service, including any additional guidelines and future modifications made by CITY AM.

If you do not agree to be bound by all of these terms (without modification), do not register for, access, browse or use the service or this site.



INTRODUCTION AND YOUR AGREEMENT TO THESE TERMS OF SERVICE

Welcome to the CITY AM CLUB, a private community (the “CLUB”), operated by CITY AM LTD, a UK-based company with an office in 130 Fenchurch Street, London EC3M 5LY.

This agreement (together with any documents referred to in it) describes the Terms of Service (the “Terms of Service” or “Terms”) for CLUB membership in general, as well as for the use of the CLUB Service, whether such services are available online, offline or via mobile networks. CLUB membership and the use of the CLUB Services, including, but not limited to, at www.cityam.com, www.cityamclub.com, www.club.cityam.com, (collectively, the “Website”) confirms that You, a user of at least eighteen (18) years of age (“You”), have read, understood and accepted these Terms of Service and that You agree to be legally bound by them.

CLUB members are referred to individually as a “Member” and collectively as “Members”. The CLUB Service includes CLUB Membership, as well as our public pages, all communication to registered, past and current users, community updates, event e-mails and other communication and marketing tools used to inform users about CLUB’s activities.

If You do not agree to these Terms of Service, please refrain from using the Website.



MEMBERSHIP ELIGIBILITY



By using the Website and CLUB Service, You represent that You are at least eighteen (18) years of age.

By registering to use, or using the CLUB Service, You represent that You have never been convicted of a felony and have never been required to or are not currently registered as a sex offender with any government entity. CITY AM reserves the right to perform criminal background screenings to confirm Your compliance with these terms.

By registering for the CLUB Service, and becoming Members, members with invitation privileges are expected to invite only respected persons within their own real-world communities and not individuals who might bring discredit to or harm the reputation of CITY AM and our community.



By having a membership account with the CLUB Service, You acknowledge that You meet our requirements for membership. As a Member, You may not have more than one membership account, nor may You open an alternative account if Your membership is suspended, restricted or terminated for any reason. You may not share, sell, trade or transfer a membership account to another person, nor accept an invitation for or use an account that was not originally Yours. If an account violates these conditions, the account will be terminated immediately.

You may not use a pseudonym or alias. You agree that all the information You provide about Yourself in Your personal profile or in any other area of the site is and remains truthful and accurate. Misleading or false information is sufficient reason for us to terminate Your account. CITY AM reserves the right to verify the authenticity of Your identity and personal profile information using publicly available records and by requesting from You proof of identification or other relevant documents. You agree that CITY AM will have no liability arising from any information that is incorrectly verified.

By registering to use and while using the CLUB Service, You represent that You are not a competitor of CITY AM and that You are not using the CLUB Service for reasons that are in direct competition with CITY AM.

As a member of CLUB, You warrant that You are using the site as a private individual for private use, and not on behalf of or representing any form of a commercial entity, corporation or other business organization. Businesses and other legal entities may not use the CLUB Service for any purpose, nor may You use the service on behalf of any business or legal entity without our express consent.

You represent that You have full authority and capacity to use the CLUB Service and to agree to be bound by these Terms, and that agreeing to these Terms will not violate any other agreement to which You are bound.

You agree that You will not violate any trademark rights, copyright or any other rights of CITY AM, nor shall You violate these Terms.



CONDITIONS OF MEMBERSHIP AND YOUR USE OF THE CLUB SERVICE



You understand and agree that Your use of the CLUB Service must be in accordance with these Terms of Service, and we may deny, suspend, restrict or terminate service or membership without prior notice if You fail to comply with them.

English is the official language of the Website, as it is the most commonly shared language of CLUB Members, and thus the most inclusive language.

You must treat Your username, registered email address, and password as confidential and must not disclose them to any third party. We have the right to disable any username, password or membership account at any time to safeguard Your account and the Website from security threats, or, if in our opinion, You have failed to comply with any of the provisions of these Terms.

You are responsible for making all arrangements necessary, at Your cost, for You to have access to the Website. You are also responsible for ensuring that all persons who access our Website through Your Internet connection are aware of these Terms of Service, and that they comply with them.

We provide a platform and environment for connecting with members and sharing information. If Members enter into agreements with other Members through the CLUB, we are not a contracting party to these agreements and cannot be held liable or accountable regarding these agreements. We urge You to be truthful in all of Your communications with other Members.

CITY AM reserves the right to verify information You and other Members have provided using various means available. You agree that CITY AM will have no liability arising from any information that is incorrectly verified.

You are solely responsible for and assume all liability regarding any information or content You or Your account transmits or otherwise makes available to the CLUB Service.

You are solely responsible for and assume all liability regarding any interactions between You and other Members through the Services, both within the Website and offline.

While we do our best to monitor the content of the Website, You understand and agree that You may encounter material that You find objectionable, and that You use the Website with this understanding and acceptance, and will not seek to hold us liable in any manner.

We do not endorse, support, or ensure the accuracy, truthfulness, or reliability of any content shared or generated by Members, nor do we endorse any opinions expressed by Members.

You accept that CITY AM may post photographs and videos showing You from, and other content related to, CLUB Events on the CLUB Login Page or other public Website pages, social media sites, apps or platforms, and marketing material, which are therefore available to non-members.

You accept that CITY AM may make available new “beta” features on the CLUB Service, which Members may test or with which they may experiment. These “beta” features or tools may be modified or discontinued by CITY AM at any time without notice, and are offered without any warranty of any kind. These Terms apply in full to any such beta features or tools. You also accept that CITY AM may post content of an experimental nature to ensure the functionality of the Website or to assist members in troubleshooting. You accept that CITY AM may also create testing and guest accounts.

CITY AM makes no representations as to the duration of the Website, membership and/or the CLUB Service and reserves the right to suspend, limit or terminate the Website, membership and/or the CLUB Service at any time without notice.

Except with CITY AM’s prior, written consent, You may not, directly or indirectly, use CLUB’s name in connection with any event, whether such event is held offline or online.

CITY AM reserves the right to remove or cancel, at any time, any offers, promotions, member privileges or events presented to You by CLUB or any CLUB partner.

You assume all risk when using the CLUB Service, including but not limited to any risks associated with online or offline interactions with Members, any other individuals introduced by Members or any individuals met at an CLUB event. You agree to take all necessary precautions when meeting Members, any other individuals introduced by Members or any individuals encountered at an CLUB event.

By registering for the CLUB Service, you agree to receive community updates, privilege e-mails, events e-mails, and other communication from CLUB. E-mail preferences can be adjusted and fully deactivated in your profile. In case of non-activation, non-renewal or termination of your membership, Your access to the CLUB Service may be restricted with immediate effect. CITY AM may continue to send You communications after Your access to the CLUB Service has been restricted. For this purpose, we store Your personal data and may store account data in order to facilitate access to the CLUB Service at a later date (content added to the CLUB Service including private data, attended events, posted comments, messages, and more), and to enable CITY AM to keep You up to date of our activities by sending communications. You may opt out of such communications via unsubscribe links, and have the right to be forgotten according to Art. 17 GDPR, by contacting clubmembers@cityam.com.



MEMBERSHIP FEE, BILLING, AUTORENEWAL



The CLUB Membership Term is annual, commencing from the date of first payment and lasting one calendar year, to be paid in one instalment. If for any reason, CITY AM or the Service should dissolve, cease to exist in its current form or substantially changes its offering, then your access to the CLUB Service may terminate. 

Please note that Your Membership Fee might be subject to a “cross-border fee,” as determined and issued by your credit card provider. We are not responsible for any fees levied by banks or credit card providers.

The CLUB Membership Fee is non-refundable and may not be charged back under any circumstances, including but not limited to Your account being terminated by CITY AM or by Yourself, or Your account being suspended or restricted for an unspecified period. Members will not be refunded if CLUB withdraws or modifies any offers, promotions, CLUB events, member privileges, or other benefits.

In the event that a credit card charge back or payment dispute is placed on Your purchase of the CLUB Service, You will have breached this agreement and Your account will be terminated.

Annual Memberships will renew automatically (“Membership Renewal”) on or around one calendar year from the date of last membership fee payment. Membership Renewal may occur later upon the conclusion of any free reward membership credit (such as a reward for bringing a new member to our community), and shall still be automatic.

Membership Renewal Fees will be billed automatically to the payment method we have on file, for the full amount of the then current Membership Fee (excluding any previous discounts) on or around the day in which Your current Membership term expires.

Your Membership Fee will not be billed if Your account has been terminated prior to the date of Your Membership Renewal.

If Your Membership Renewal payment fails, Your access to the CLUB service will be suspended until You enter a valid payment method or until a subsequent automatic Membership Renewal charge succeeds. If Your Membership Renewal fails, and you have not terminated Your membership, you agree that CITY AM will attempt to renew Your membership via automatic charge.

If You do not renew Your Membership within ninety (90) days of Your Membership Term renewal date, Your account will automatically be expired.

CITY AM reserves the right to review and change the Membership Fee at any time. Changed fees are only applicable upon renewal or new membership registration.

Should You wish to return to CLUB after Your membership expiry date, or after terminating Your account of Your own volition, Your account will be rebuilt and access to the service made available upon payment of the Membership Fee, and valid for one calendar year from date of payment, for the length of time determined by accrued membership credits or for whatever timeframe the selected Membership type is valid.

Fees and terms around events are subject to separate terms outlined in the Events Terms.



YOUR MEMBERSHIP RESPONSIBIILTIES



We wish to have a friendly, intimate and secure community for our Members. When using the Website, our members have the expectation of privacy and confidentiality. We are a community of global diversity, with Members from nearly every culture and country. Expectations and behaviour will be equally diverse, so to help provide a comfortable environment for all members, we have rules. Your use of the CLUB Service confirms that You understand, accept and will follow these rules.

Trust and confidence are paramount when using the CLUB Service. Falsely misrepresenting Your identity, including the use of a pseudonym or alias, or Your profile information will result in Your member account being suspended, restricted or terminated.

You will, at any time, have a current email address entered into your profile in order for CITY AM to be able to contact you with notifications, communications and other information.

You will promptly report to CITY AM any violation of these Terms by other Members or member accounts. You also agree to report any violation of this agreement by Yourself or conducted through Your account.

Invitations to non-Members to become Members can be sent only to people You know personally. You must use the invitee’s real name. Members whose accounts were terminated by CITY AM will not be able to reinstate a membership without authorisation from CITY AM; attempts to re-invite terminated members will be intercepted and flagged by CITY AM’s Member Services team. Invitations to terminated members will not be able to be accepted. Exceptions may only be granted with our express permission. You may not send an invitation to a person who has previously had an account in the CLUB Service, unless with our express permission.

You may not monitor, data-mine, or copy our web pages or any content within the site, nor collect, archive, trade or sell any personal data or communications about other members.

The use of any robot, spider, site search or retrieval application, or any other method or device to copy, retrieve, archive or index any portion of the Website or the CLUB Service is not permitted.

You may not distribute, display or publish in any form, electronic or print, any content from the Website, the CLUB Service or the names of any Members without CITY AM’s express, written consent, nor can You share, transmit or sell any content on the Website with anyone who is not a member of the CLUB Service, for any reason.

We want to keep the CLUB Service free from intrusions. You may not send or distribute unsolicited or unauthorised advertising, promotional materials, junk mail, chain letters, spam, pyramid schemes, or any other type of solicitation to other members, nor will You stalk, harass or unreasonably disturb any other member.

You alone are responsible for the confidentiality and security of Your account's username, password, registered email address, and usage. You are also accountable for all activities regarding Your account, with or without Your knowledge or permission. If You knowingly provide Your login information to another person, Your membership may be suspended or terminated. CITY AM assumes no liability for activities of Your account accessed through Your password and username.

You may not use the CLUB Service for any illegal purpose in any country or jurisdiction.



CITY AM CLUB MEMBERSHIP CARD TERMS



You accept that You are personally responsible for any charges, including taxes and incidentals, or payments that may or may not be required to redeem CLUB Member Privileges. The CLUB Membership Card has no transactional capability.

Privilege Partners may or may not require You to present Your card with valid photo identification in order to redeem privileges. The name on Your photo identification must correspond with the name on Your Membership Card and on Your CLUB Account.

Membership Cards are valid only during the duration of Your subscription term and remain valid upon renewal.

Membership Cards of members whose accounts are terminated or not renewed will be rendered invalid upon date of termination or account cancellation.

Membership Cards are non transferrable and may only be used by the Member to whom the card is issued. It is not permissible for anyone other than the cardholder to use the Membership Card or a digital copy of it for any purpose.

You may be prevented from redeeming Member Privileges, attending CLUB Events or from accessing any other benefit requiring card use if the name on the card does not correspond with the name on Your photo identification or account, if someone other than the cardholder or member attempts to use Your Membership Card, if Your account has been suspended or terminated for good reason (at CITY AM’s sole discretion) or if You annoy or molest other members, disturb an event, display other inappropriate behaviour or suspected inappropriate behavior. Misuse of Membership Cards or program benefits may result in suspension or permanent termination of membership.

CITY AM is not responsible for lost, stolen or damaged Membership Cards, nor is CITY AM responsible for any problem arising out of CLUB Membership Card use.





CITY AM CLUB MEMBER PRIVILEGES TERMS



CLUB Member Privileges are not transferable and are available for redemption exclusively for subscribed CLUB members. Misuse of access to privileges or attempts to share privileges with anyone may result in termination of membership.

Privilege Partners might require You to present Your CLUB Membership Card and valid photo identification to verify CLUB membership and redeem privileges. The CLUB Member Card has no transactional capability; You are personally responsible for any charges, including tax and incidentals, or payments required to redeem CLUB Member Privileges.

CITY AM has the right to add, modify or eliminate any Member Privilege at any time. CITY AM does not guarantee the availability of any of its benefits and they are all subject to change at any time without notice. You accept that some Privilege Partners may make privileges unavailable during certain periods.

CITY AM’s Privilege Partners have their own terms and policies. Please be advised to read them on the website of any Privilege Partner. You agree to abide by our Privilege Partners’ terms and policies, including but not limited to: payment of all amounts when due, compliance with restrictions or rules regarding availability and occupancy, cancellation policies, child policies, pet policies or use of fares, products or services.

You accept that any violation of a Privilege Partner’s rules, restrictions, policies or terms may result in cancellation of Your redemption of privileges, denial of access to products and services, forfeiting any payments made for such benefits, or charging Your credit card for any costs we incur as a result of Your violation.

In order to facilitate the fulfilment of privileges for Members, You may authorise CITY AM to provide private data relevant to privilege redemption to privilege partners in question. Your approval will be requested before such data is exchanged. Any such exchange only happens for the fulfilment of privileges.



PRIVACY POLICY



CLUB’s Privacy Policy is hereby incorporated into these Terms of Service by reference. Please read our Privacy Policy carefully for information relating to CITY AM’s collection, use, and disclosure of Your personal information.



CLUB MEMBER LICENSE



Subject to Your acceptance of these Terms of Service, CITY AM grants You a limited, non-exclusive, nontransferable, revocable, royalty-free license to use the CLUB Service and related software and website (excluding source and object code) for personal, non-commercial and lawful use on computers and other devices of which You are the primary user for purposes of registering for and accessing an account with the CLUB Service. You agree that the CLUB Service belongs to CITY AM, including all intellectual and proprietary rights, unless otherwise specified. CITY AM retains all right, title and interest in and to the CLUB Service at all times, and regardless of the form or media in or on which the original or other copies may subsequently exist.

Any suggestions, ideas or inventions that You voluntarily and optionally disclose to us through any means will be used, or not used, by CLUB at CITY AM’s sole discretion; and, CITY AM will have no obligation to You regarding any ideas or inventions that You disclose through such means. No right, title or interest in or to any trademark, service mark, logo or trade name of CLUB or its licensors, suppliers or affiliates is granted under the Terms of Service except as expressly provided in these Terms of Service. All other rights are reserved to CITY AM except as expressly provided herein. You agree not to use the CLUB Service for any purpose other than as permitted herein.



MODIFICATION OF THESE TERMS OF SERVICE, THE MEMBERSHIP, THE WEBSITE AND/OR THE CLUB SERVICE



CITY AM reserves the right, at our discretion, to change, modify, add, suspend, terminate or remove portions of these Terms of Service at any time. In such case, the notification procedure according to section ‘MISCELLANEOUS’ will apply.

CITY AM reserves the right to change or adjust membership criteria and/or to make changes in the existing membership any given time. For any such changes the notification procedure according to section ‘MISCELLANEOUS’ will apply.

CITY AM reserves the right to make changes to the Website or the CLUB Service at any given time or for particular features, and to modify any fees or services. For any changes in the CLUB Service, charges or fees, the notification procedure according to section ‘MISCELLANEOUS’ will apply.



SOFTWARE AND CONTENT DOWNLOADS



CITY AM and its licensors may make certain software and other content available to You for download (for a fee or otherwise) from the CLUB Service. All such software or other content that You download shall be subject to the terms and conditions included with such software or content or otherwise presented to You at the time of download.



OWNERSHIP; PROPRIETARY RIGHTS



The Service is owned and operated by CITY AM. All materials, visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the CLUB Service provided by CITY AM (collectively, the “Materials”) are protected by applicable copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All materials contained on the CLUB Service are the property of CITY AM or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to CITY AM or its affiliates and/or third-party licensors. Except as expressly authorised by CITY AM, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorised use of the Materials. CITY AM reserves all rights not expressly granted in this Terms of Service. For the avoidance of doubt, any and all Derivative Works are Materials and are owned exclusively by CITY AM.

Postings on Other Websites. CITY AM may grant You a limited, revocable license in writing to post the CLUB logo and link to the CLUB Service on other websites (collectively “Permitted Link”) (including Your own and/or a third-party website that permits such posting), provided that:

a) the posting does not directly or indirectly disparage CITY AM, its affiliates, and/or licensors;

b) the third-party website is not granted any rights in or to any Permitted Link;

c) the third-party website does not charge a fee for access to the Permitted Link;

d) and the third-party website complies with all applicable laws. In addition, You agree that in connection with any such posting, You will include (and not alter) all copyright, trademark and/or proprietary rights notices. CITY AM expressly preserves all of its rights and remedies and may revoke this license, in whole or in part, at any time upon notice.



PROHIBITED CONDUCT



AS A MEMBER AND/OR BY USING THE CLUB SERVICE YOU AGREE NOT TO (AND YOU AGREE NOT TO PERMIT ANOTHER PERSON TO):

Use the CLUB Service for any purposes other than as otherwise authorised in these Terms of Service;

Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted or the Materials;

Promote or share any defamatory, libelous or inaccurate Member Content or other content;

Promote or share any Member Content or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive or otherwise inappropriate;

Impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the CLUB Service accounts of others without permission, forge another person’s digital signature, misrepresent the source, identity, or content of information transmitted via the CLUB Service or perform any other similar fraudulent activity;

Impersonate a spokesperson employee or affiliate of CITY AM purporting to speak on behalf of CLUB;

Make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Members of the CLUB Service. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests and petitions for signatures;

Use the CLUB Service for any illegal purpose, or in violation of any local, state, national or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;

Defame, harass, abuse, threaten or defraud Members of the CLUB Service, or collect, or attempt to collect, personal information about Members or third parties without their consent, or use the CLUB Service for any commercial use, it being understood that the CLUB Service is for personal, non-commercial use only;

Harass, abuse, threaten, intimidate or otherwise annoy any CITY AM employees or contractors involved in providing any portion of the CLUB Services to You.

Use the CLUB Service if You are under the age of eighteen (18) or allow anyone under the age of eighteen (18) to use the CLUB Service via Your account;

Remove, circumvent, disable, damage or otherwise interfere with security related features of the CLUB Service or Member Content, features that prevent or restrict use or copying of any content accessible through the CLUB Service or features that enforce limitations on the use of the CLUB Service or Member Content;

Modify, adapt, translate or create derivative works based upon the CLUB Service or any part thereof, except and only to the extent foregoing restriction is expressly prohibited by applicable law; or

Intentionally interfere with or damage operation of the CLUB Service or any Member’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, hacks, automation software (bots); adware, spyware, worms, Trojan horses, keyboard loggers, time bombs and other malicious code and/or any other unauthorised third-party software;

Disclose the personal information of any person, including another person’s address, phone number, email address, financial information or any information that can be used to track, contact or impersonate another person; and

Engage in any conduct deemed by CITY AM to conflict with the intent of these Terms of Service.



YOUR ACCOUNT



When You use the CLUB Service, You may be asked to provide a password. You are solely responsible for maintaining the confidentiality of Your account and password and for restricting access to Your computer, and You agree to accept responsibility for all activities that occur under Your account or password. You agree that the information You provide to CITY AM on registration and at all other times will be true, accurate, current, and complete. You also agree that You will ensure that this information is kept accurate and up-to-date at all times.

If You have reason to believe that Your account is no longer secure (e.g., in the event of a loss, theft or unauthorised disclosure or use of Your account ID, password, or any credit, debit or charge card number, if applicable), then You agree to immediately notify CITY AM. You may be liable for the losses incurred by CITY AM or others due to any unauthorised use of Your Service account. If You have more than one account on a third-party website through which You use the CLUB Service, You can only access the CLUB Service through one, and not multiple, accounts.



OTHER SITES, PRODUCTS AND SERVICES; LINKS



The Service may include links or references to other websites or services that are provided solely as a convenience to Members (“Other Sites”). CITY AM does not endorse any such Other Sites or the information, materials, products, or services contained on or accessible through Other Sites. In addition, Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the CLUB Service are solely between You and such advertiser. Please be aware that any merchandising sites linked to the CLUB Service are Other Sites and are not owned or operated by CITY AM or governed by these Terms.

ACCESS AND USE OF OTHER SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH OTHER SITES IS SOLELY AT YOUR OWN RISK.



SUSPENSION, RESTRICTION AND TERMINATION; TERMS OF SERVICE VIOLATIONS.



You agree that CITY AM, in its sole discretion, for good reason (including suspicion of illegal behaviour or of breach of these Terms of Service), and without penalty, may suspend, restrict and/or terminate any account (or any part thereof) You may have with CITY AM or Your use of the CLUB Service and remove and discard all or any part of Your account, Member profile, and any Member Posting, at any time. CITY AM may also in its sole discretion and at any time discontinue providing access to the CLUB Service, or any part thereof, with or without notice. You agree that any suspension and/or termination of Your access to the CLUB Service or any account You may have or portion thereof may be affected without prior notice, and You agree that CITY AM will not be liable to You or any third party for any such suspension and/or termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies CITY AM may have at law or in equity. As discussed herein, CITY AM does not permit copyright infringing activities on the CLUB Service, and may suspend and/or terminate access to the CLUB Service and remove all Member Content or other content submitted by any Members who are found to be repeat infringers.

Your only remedy with respect to any dissatisfaction with (a) the CLUB Service, (b) any term of these Terms of Service, (c) any policy or practice of CITY AM in operating the CLUB Service, or (d) any content or information transmitted through the CLUB Service is to terminate these Terms of Service and Your account. You may terminate these Terms of Service at any time by terminating Your membership with the CLUB Service and discontinuing use of any and all parts of the CLUB Service. Notwithstanding any such termination of these Terms of Service by You, any provision that, by its nature or express terms, should survive, will survive such termination or expiration.

CITY AM may in its sole discretion and at any time limit or discontinue providing access to the club service, or any part thereof, with or without notice. You acknowledge and agree that CITY AM will not be liable to you or any third party for any discontinuation of your access to the club service and/or your account.



IDEA SUBMISSION POLICY



CITY AM may, from time to time, accept or consider Member feedback and/or Member ideas, including, without limitation, ideas or suggestions for new or improved features on the CLUB Service (collectively “Ideas”). If You choose to submit Your Ideas to us or to any of our employees and/or contractors, then You hereby grant us and our designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, publicly display and license, digitally perform, make, have made, sell, offer for sale and import Your Ideas, including, without limitation, all copyrights, trademarks, trade secrets, patents, industrial rights and all other intellectual and proprietary rights related thereto, in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, including, without limitation, giving the Ideas to others.

In the event that CITY AM incorporates Your Ideas or adopts a feature, product or strategy that may be similar, You acknowledge that You shall not make any claims against CITY AM in connection therewith, and shall fully indemnify CITY AM if, despite Your agreement not to pursue any claims against CITY AM, You choose to do so. Please remember that You have no obligation to submit any ideas to CITY AM and, if You do submit anything to us, You have no expectation of credit or compensation of any kind. If You don’t agree with this, please do not submit any ideas or materials to CITY AM.



CONTESTS, GAMES AND PAID SERVICES



Contests, Games and Paid Services. Any contests, games and/or paid services that are accessible through the CLUB Service are governed by specific rules. By entering such contests, participating in such games or accessing a service for a fee, You will become subject to those rules. We urge You to read the applicable rules, which are linked from the particular activity, and to review our Privacy Policy, which, in addition to these Terms of Service, governs any information You submit in connection with such contests, games and paid services.



INDEMNIFICATION



You agree to indemnify, save, and hold CITY AM, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, partners and their affiliated companies, contractors, employees and agents harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of Your use or misuse of the CLUB Service, any violation by You of these Terms, or any breach of the representations, warranties, and covenants made by You herein.

CITY AM reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify CITY AM and its third-party suppliers, licensors and partners, and You agree to cooperate with CITY AM’s defense of these claims. CITY AM will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.



DISCLAIMERS, NO WARRANTIES.



To the fullest extent permissible pursuant to applicable law, CITY AM, and its affiliates, partners, licensees, licensors and suppliers disclaim all warranties, statutory, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights, all with regards to the website and your use thereof. No advice or information, whether verbal or written, obtained by you from CITY AM or through the CLUB service will create any warranty not expressly stated herein. You expressly acknowledge that as used in this section of these terms, CITY AM includes CITY AM’s officers, directors, employees, shareholders, agents, licensees, licensors and subcontractors and their officers, directors, employees, shareholders and agents.

As is” and “as available” and “with all faults.” You expressly agree that use of the CLUB service is at your sole risk. the service and any data, information, third-party software, member content, third party sites, services, or applications made available in conjunction with or through the service are provided on an “as is” and “as available,” “with all faults” basis and without warranties or representations of any kind either express or implied.

CITY AM, its suppliers, licensees, licensors, affiliates, and partners do not warrant that the data, member content, functions, or any other information offered on or through the service or any third party sites will be uninterrupted, or free of errors, viruses or other harmful components and do not warrant that any of the foregoing will be corrected.

CITY AM, its suppliers, licensees, licensors, affiliates, and partners do not warrant or make any representations regarding the use or the results of the use of the service or any third party sites in terms of correctness, accuracy, reliability or otherwise.

You understand and agree that you use, access, download, or otherwise obtain information, materials, or data through the service (including rss feeds) or any third party sites at your own discretion and risk and that you will be solely responsible for any damage to your property (including your computer system) or loss of data that results from the download or use of such material or data.













LIMITATION OF LIABILITY AND DAMAGES.



Under no circumstances, including but not limited to, negligence, will CITY AM or its affiliates, contractors, employees, agents, or third-party partners, licensees, licensors, or suppliers be liable for any special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation damages arising from any unsuccessful court action or legal dispute, lost business, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever) arising out of or relating to these terms or that result from your use of or your inability to use the service or any third party sites, or any other interactions with CITY AM, even if CITY AM, its third-party partners, licensees, licensors, or suppliers or a CITY AM authorised representative has been advised of the possibility of such damages. applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you. in such cases, CITY AM’s liability, and the liability of its third-party partners, licensees, licensors or suppliers, if any, will be limited to the fullest extent permitted by applicable law.

CITY AM will not be liable for any special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation damages arising from any unsuccessful court action or legal dispute, lost business, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever) arising out of or relating to the default of any privilege partner or licensor. Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you. In such cases, CITY AM’s liability will be limited to the fullest extent permitted by applicable law.

These limitations of liability also apply with respect to damages incurred by you by reason of any products or services sold or provided on any third party sites or otherwise by third parties other than CITY AM and received through or advertised on the service or received through any third party sites.

You acknowledge and agree that CITY AM has offered its products and services and entered into these terms in reliance upon the warranty disclaimers and the limitations of liability set forth herein, that the warranty disclaimers and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between you and CITY AM and its third-party partners, licensees, licensors, or suppliers, and that the warranty disclaimers and the limitations of liability set forth herein form an essential basis of the bargain between you and CITY AM. CITY AM would not be able to provide the CLUB service to you on an economically reasonable basis without these limitations.



MISCELLANEOUS.



CITY AM may provide You with notifications, including those regarding changes according to section ‘MODIFICATION OF THESE TERMS OF SERVICE, THE MEMBERSHIP, THE WEBSITE AND/OR THE CLUB SERVICE.’ and regarding the suspension/restriction and/or termination of Your account, by email, regular mail or postings on the CLUB Service (no postings in case of suspension/restriction and/or termination of Your account). Notification will be deemed given forty-eight (48) hours after an email is sent. If notification is given by mail to your postal address, if provided by You through the CLUB Service, it will be deemed given ten (10) days after the date of mailing. Notifications posted on the CLUB Service will be deemed given thirty (30) days following the initial posting.

CITY AM may terminate/restrict your account/membership with immediate effect and without notification period for good reason (at CITY AM’s sole discretion).

Unless You oppose the notified changes mentioned in section ‘MODIFICATION OF THESE TERMS OF SERVICE, THE MEMBERSHIP, THE WEBSITE AND/OR THE CLUB SERVICE.’ within the delay stipulated above by email for the attention of members@cityam.com, the changes will be deemed accepted by You upon expiry of the delay stipulated in above. Should you oppose such changes, it may result in CITY AM no longer being able to render its services, and CITY AM may terminate your account (this being a good reason).

The failure of CITY AM to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by CITY AM.

Dispute Resolution, Arbitration and Jurisdiction.

a) These Terms will be governed by and construed in accordance with the laws of England and Wales, without giving effect to any principles of conflicts of law.

b) You agree that with regard to any dispute arising between You and CITY AM out of or in connection with these Terms (including a dispute regarding the construction and validity thereof), the ordinary courts of England and Wales, shall have exclusive jurisdiction, and You hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action. Notwithstanding this, either party shall still be allowed to apply for injunctive or other equitable relief to protect or enforce that party’s intellectual property rights in any court of competent jurisdiction where the other party resides or has its principal place of business.

c) We reserve the right, but not the obligation, to resolve any disputes between You and other Members of the CLUB Service. If You have a dispute with others, You release and indemnify CITY AM (including its affiliates, licensors, publishers, distributors, successors and assigns) from any and all claims, known or unknown, arising from such dispute.

d) CITY AM operates the CLUB Service from the UK and makes no representation that the CLUB Service is appropriate or available in other locations. If You access the CLUB Service from other locations You are solely responsible for compliance with local laws.

If any provision of these Terms or any Guidelines is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

These Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by CITY AM without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.

Upon termination of these Terms, any provision, which, by its nature or express terms should survive, will survive such termination or expiration.

The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

These Terms and the Privacy Policy constitute the entire agreement between You and CITY AM relating to the subject matter herein and will not be modified except in writing, or by a change to these Terms or the Privacy Policy made by CITY AM.

You and CITY AM agree that any cause of action arising out of or related to the service must be notified to the other party within one (1) year after the cause of action accrues. otherwise, such cause of action is permanently barred.

The Service is hosted in England, and the services provided hereunder are offered by CITY AM.