ODEON LIMITLESS MEMBERSHIP AGREEMENT

The ODEON Limitless membership scheme is operated by Odeon Cinemas Limited, a company incorporated in England and Wales (Registered Number 1854132) whose registered office is at St Albans House, 57-59 Haymarket, London SW1Y 4QX (“we” or “us”).

By joining ODEON Limitless, you are accepting the terms and conditions in this Membership Agreement, including the Membership Rules set out below. You can only join if you are willing to accept them, so please read them carefully.

Please note: ODEON Limitless is currently in BETA, and is running as a six month trial.

1) YOUR RIGHTS

a) Your membership starts when you have completed the online joining process, and will continue for at least the minimum period set out in your membership package.

b) During your membership, you are entitled to enjoy the benefits set out in your membership package at the cinema specified in your membership package, so long as you continue to pay the relevant membership fees and comply with this Membership Agreement.

c) You can cancel your membership within 14 days from the start of your membership without giving any reason. If you want to do this, you must tell us within 14 days from the day your membership starts. You should do this by calling us on the ODEON Limitless customer service number (0330 0246 782). Here’s how it works:

i) If you cancel your membership within the 14 day period and you have not used your membership, we will refund any fees you have paid.

ii) If you cancel your membership within the 14 day period and you have used your membership, we will refund any fees you have paid us less an amount in proportion to the number of days between the start of your membership and the date you told us that you wanted to cancel. Where you have made substantial use of your card prior to cancellation, we reserve the right to make a further reasonable deduction to reflect the cost of that use.

iii) We will make any cancellation refunds due to you not later than 14 days after the day on which you told us about your decision to cancel, using the same means of payment as you used to pay the fees.

iv) These cancellation rights don’t apply where you have chosen to extend your existing membership.

v) You can’t rejoin the scheme if you’ve previously used this cancellation right in an unreasonable way.

d) You can terminate your membership at any time after the minimum period you have signed up to. You should give us notice of termination by calling us on the ODEON Limitless customer service number (0330 0246 782). Here’s how it works:

i) If you are paying monthly, you will need to give us notice of termination at least 30 days before you want your membership to end, so we have time to stop your direct debit. We will stop the collection of your next direct debit within 30 days of when you give us notice of termination, and your membership will end on the date you are paid up to.

ii) If you have paid by a one-off advance payment covering your minimum period, and you don’t have a monthly payment set up, you don’t need to do anything further and your membership will terminate at the end of your minimum period.

e) You can terminate your membership at any time by calling us on the Limitless customer service number (0330 0246 782) if we have breached this Membership Agreement in a material way.

f) If you have any concerns at any point, you can call us on the ODEON Limitless customer service number (0330 0246 782), or write to us at this address: ODEON Limitless Team, ODEON Cinemas Limited, 57-59 St Albans House, London SW1Y 4QX.

2) YOUR OBLIGATIONS

a) You confirm that all the information you have given in the joining process is accurate and complete. You confirm that you are at least 16 years old and are permanently resident in the United Kingdom. You agree to provide proof of age and address if we reasonably request this.

b) You agree that the ODEON Limitless Membership Rules, which are set out below, form part of this Membership Agreement. You agree that you accept and will adhere to the Membership Rules.

c) You agree to pay us the membership fees for your membership package for the whole of the minimum period you have signed up to.

d) If you have opted to join with a one-off advance payment, you agree to pay for your membership like this:

i) You will pay the membership fee for the whole of the minimum period in advance during the joining process, using the payment methods set out in the joining process.

ii) When the minimum period comes to the end, you can extend your membership by setting up a direct debit payment arrangement with us for monthly membership fees at the then current rate. If you don’t do this, your membership will automatically terminate at the end of your minimum period.

e) If you have opted to pay for your membership package on a monthly basis, you agree to pay for your membership like this:

i) You will pay each monthly membership fee in advance. You will pay the first monthly membership fee during the joining process. You will pay each subsequent monthly membership fee by the direct debit you set up during the joining process.

ii) You agree to maintain a direct debit instruction with your bank for the monthly membership fee throughout the minimum period you signed up to.

iii) If any direct debit payment due from you is returned unpaid or not honoured you will pay on demand an administration fee of £15.

iv) Your direct debit date will be as set out in the joining or extending process. If you want to change the bank account for your direct debit, you should call the ODEON Limitless customer service number (0330 0246 782) and you must give us at least 30 days’ notice.

v) When the minimum period comes to the end, your membership will continue unless you have terminated it in accordance with this Membership Agreement. If your membership continues, you agree that we will collect monthly membership fees at the then current rate until you terminate your membership. If the monthly membership fee rate has changed, we will email you at least 60 days prior to applying the new rate, so you can decide whether you want to terminate your membership.

f) You acknowledge that no refund will be given for membership fees for the minimum period, unless you have exercised your right to cancel or we allow you to terminate your membership within the minimum period in the ways set out in this Membership Agreement.

g) Our Privacy Policy which is available at http://www.odeon.co.uk/privacy-and-legal/ provides details of how we may collect and use your personal information, and the choices you can make about how your personal information is used.

h) We and our service provider Harland Services Limited will process your personal data in order to open, administer and run your account, collect and administer payments, and deal with any enquiries you may have about your account. You acknowledge that your payments will be collected and administered by Harlands Services Limited on our behalf, and the name “Harland Services Limited” will therefore appear on your bank statement next to your membership payments.

i) You agree to allow us to take a photograph of you for your membership card, for the purpose of identification and crime prevention.

j) You consent to your image being recorded in cinema by CCTV for the purposes of crime prevention and public safety.

k) You agree to keep your membership card secure, and accept that you will not be able to access your membership benefits without a valid card.

l) You agree that your card cannot be used in conjunction with any other offer, promotion, or scheme unless expressly stated.

m) You agree that any benefits, offers or promotions we may make available to you as a member in addition to your membership package are discretionary and can be withdrawn at any time.

n) You agree to use your card and your membership in an honest way, and to refrain from use which is fraudulent or would be unfairly detrimental to our business and our other guests.

o) At the end of your membership, you agree to return your card to us by handing it in at the cinema where you joined or by posting it to ODEON Limitless Team, ODEON Cinemas Limited, 57-59 St Albans House, London SW1Y 4QX.

3) OUR OBLIGATIONS

a) We will make available to you the rights and privileges of the membership package you have paid for.

b) We won’t increase the membership fee you pay for your membership package during the minimum period you have signed up to, unless you are paying monthly and we increase your monthly membership fee to reflect an increase in the applicable rate of VAT.

c) If you decide to extend your membership past the minimum period, you will need to start paying the then current membership fee for your membership package, but we will make sure you know the new membership fee you are signing up to. Here’s how it works:

i) If you are paying on a monthly basis, and a new higher monthly membership fee is going to apply to you, we will email you at least 60 days prior to applying the new rate, so you can decide whether you want to terminate your membership.

ii) If you joined with a one-off advance payment to cover your minimum period, you will need to set up a new direct debit instruction for a monthly membership fee, and we will let you know the applicable monthly membership fee when we set up the direct debit with you.

d) We will replace defective, lost or stolen cards within a reasonable period of time. We will replace defective cards free of charge but reserve the right to levy a reasonable administration charge for replacing lost/stolen cards. If we levy a replacement charge, you will need to pay it before we issue the card. Our liability for defective cards is limited to the cost of replacing the defective card.

e) We will use reasonable endeavours to communicate to you in advance if we are unable to make available to you the rights and privileges of your membership package. We will endeavour to reopen facilities as soon as is reasonably possible in these circumstances.

f) We will allow you to terminate your membership upon request within the minimum period, with a refund of any membership fee paid in advance up to the end of your membership:

i) If you are unable to use your card for a continuing period of 8 weeks due to medical reasons or because you have changed your permanent address to an address outside the United Kingdom;

ii) If your membership package is for one cinema only, and that cinema closes for a period of more than 8 weeks or indefinitely;

iii) If you are paying monthly and we have told you that we intend to increase your monthly membership fee to pass on a government rise in VAT

g) Nothing in this Membership shall operate to exclude or limit our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation committed by us or our agents, or for any other liability which may not be excluded or limited by law.

4) OUR RIGHTS

a) All tickets, food and drink remain subject to availability and we provide them on a “first come first served” basis.

b) We may change the number, location and opening hours of our cinemas. An up to date list of our cinemas can be found on our website at www.odeon.co.uk.

c) We may close our cinemas at our discretion for reasonable periods of time to carry out maintenance, repairs, refurbishment or cleaning, or for other reasons outside of our control. We will not be responsible to you for not being able to access our cinemas in these circumstances.

d) If a screening is cancelled or rescheduled, we will use reasonable endeavours to notify you of the cancellation or rescheduling but we do not guarantee that you will be informed of such cancellation or rescheduling before the date / time of the screening.

e) We can increase the membership fees for membership packages for any of the following reasons: to reflect changes in our ticket prices; changes in our prices for food and drink; changes in our costs; changes in taxes and duties imposed on us; inflation; or on other reasonable commercial grounds. We won’t apply any such increase if you are still in your minimum period. If you are outside your minimum period, we will email you at least 60 days prior to applying the new rate, so you can decide whether you want to terminate your membership.

f) We can terminate or suspend your membership at any time if you have breached this Membership Agreement (including the Membership Rules set out below) in a material way, including failure to pay your membership fees when due.

g) If we do not terminate or suspend this Membership Agreement when you breach this Membership Agreement (including the Membership Rules set out below) in a material way, or if we give you extra time to pay when you do not pay your membership fee when it falls due, we may subsequently enforce the terms of this Membership Agreement.

h) When your membership is terminated, for whatever reason, your membership will end with immediate effect and we will deactivate your card.

i) We reserve the right to amend this Membership Agreement, including the Membership Rules set out below. All amendments will be notified to you by posting a notice online at www.odeon.co.uk. Where the changes are to ensure compliance with law or regulation, for security reasons, or are non-material, the amendment will take effect when posted online. Where the changes are material, we will additionally email the notice to all members and the amendment will take effect on the date specified in the notice, which will be at least 30 days after posting. If you are not happy with a material change notified in this way, you can terminate your membership by calling us on the ODEON Limitless customer service number (0330 0246 782).

j) We reserve the right to stop issuing cards at any time.

k) We reserve the right to close the membership scheme on not less than 30 days' notice by posting a notice online at www.odeon.co.uk and notifying all members by email. If we close the membership scheme in this way, your membership will terminate when the scheme closes, even if you are still in your minimum period. In this circumstance, we will refund any membership fees you have paid in advance up to the date of the end of your membership.

l) We also reserve the right to terminate or suspend any aspect of the membership scheme with immediate effect by posting a notice online at www.odeon.co.uk and emailing all members if so required by any applicable law, regulation, court order or instruction or guidance of a competent regulatory authority.

m) We may assign the benefit of this Membership Agreement and our rights to a third party, so long as we give you notice and your rights under this Membership Agreement will not be prejudiced.

n) Odeon Cinemas Limited, its parent companies, the subsidiary companies of its parent companies, its agents, employees and subcontractors (together referred to as the “ODEON parties”) are not liable for any loss, damage or theft of any of your property that you bring onto any of our premises. If such loss, damage or theft is caused by the negligent acts or omissions of the ODEON parties, our liability to you will be limited to £500.

o) Our liability to you for breach of this Membership Agreement is limited to one year’s membership fees.

5) OTHER CLAUSES

a) Only you, the person named in the joining process, can benefit from your membership package and this Membership Agreement.

b) If any of the terms of this Membership Agreement are invalid, unenforceable or illegal, the remaining terms can still be enforced.

c) This Membership Agreement is governed by the law of England and Wales.

d) We will send to you email confirmation of these terms using the email address you used when you joined. You should print a copy of this Membership Agreement, including the Membership Rules set out below, for future reference.

Version 1.0 © Odeon Cinemas Limited 2015. All rights reserved.