City Pass, Inc., a Wyoming corporation (“City Pass”, "Us", "We" or "Our") operates the https://www.citypass.com/ website and any associated websites and subdomains (the “Site”), the mobile application (“App”), and related service offerings (collectively, the “Services”). These Terms and Conditions and any other applicable terms available at the CityPASS Help Center (these “Terms”) constitute a legally binding contract between You, which means the individual or entity using the Services, and City Pass. Please note that these Terms do not apply to CityPASS | Broadway, located at https://broadway.citypass.com/ (the “Broadway Site”), which is subject to its own “Terms of Service” (the “Broadway Site Terms”).

By purchasing, redeeming, ordering, reserving, accepting, and/or using, in whole or in part, any CityPASS® admission card, mobile or printed ticket, voucher, coupon, barcode, QR code, confirmation number, reservation, or other credential, whether denominated a sightseeing pass, theme‐park ticket, special‐event ticket, upgrade, add‐on, or any other product or service offered, distributed, or facilitated by City Pass, Inc. or any of its parents, subsidiaries, affiliates, distributors, marketing partners, attraction partners, or authorized resellers (collectively, the “Product”), through any channel whatsoever—including, without limitation, (i) citypass.com or any other website operated by Us, (ii) the CityPASS mobile application or any successor application (the “App”), (iii) Our telephone sales or customer-service personnel, (iv) any third-party website, travel platform, online marketplace, or group sales portal, (v) any physical kiosk, box office, call center, or other point-of-sale system owned or operated by an attraction partner, ticket broker, travel agent, tour operator, or other intermediary acting on Our behalf or under Our authority, and (vi) any in-person, on-site, or walk-up sales location at or near an attraction, hotel, convention venue, transportation hub, or other retail outlet—You acknowledge and agree that You have read, understood, and accepted, and that You are legally bound by, these Terms.

You represent and warrant that You have the right, authority, and capacity to enter into these Terms. If the individual entering into this agreement or otherwise accessing or using the Services is doing so on behalf of, or within his or her capacity as a representative, agent, or employee of an entity, such individual and such entity agree that: (i) the terms “You” and “Your” as used herein apply to such entity and such individual; and (ii) represent and warrant that the individual entering into these Terms has the power, right, authority, and capacity to enter into these Terms on behalf of such entity. If You do not agree with all of the provisions of these Terms, You may not access or use the Services.

These Terms are subject to occasional revision. Please regularly check the Services to view the most recent terms.

You must read and agree to these Terms before using the Services. If You do not agree, You may not use the Services. You may use the Service only if You can form a binding contract with City Pass, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations.

ACCOUNTS

For purposes of these Terms, an “Account” means any individualized record within the Services that:

is tied to a set of user-selected or single-sign-on log-in credentials, or
is linked to a unique, post-purchase identifier that we generate and confirm through the email address supplied in connection with a qualifying transaction, whether or not You have independently established user credentials.

Most customers may browse, shop, and complete purchases as guests. Certain enhanced, post-purchase features are accessible only through an Account. By using the Services, You agree that an Account may be created automatically on Your behalf immediately after a qualifying purchase to enable those features.

If You hold or are assigned an Account:

You are responsible for ensuring that all information You provide during registration, or that You later add or update—whether expressly submitted by You or indirectly supplied through a guest checkout flow—is and remains truthful, accurate, and complete.
You must take reasonable steps to safeguard any credentials, authentication factors, or email-verified links associated with Your Account.
You must not knowingly permit any unauthorized person to access the Services using those credentials or links.
You will be liable for any activity conducted through Your Account, whether or not such activity is undertaken by You personally, except to the extent the activity results from our own willful misconduct or gross negligence.

You agree to notify City Pass immediately if You become aware of any suspected unauthorized access to the Services, Your Account, or any related security incident.

PRIVACY POLICY AND PROTECTION OF PERSONAL INFORMATION

By using the Services, You understand and acknowledge that Your personal information will be collected, used, disclosed, and otherwise processed as set forth in our Privacy Policy. We care about the integrity and security of Your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use Your personal information for improper purposes. You acknowledge that You provide Your personal information, or any personal information of others that You make available through the Services, at Your own risk.

PRODUCT USE AND VALIDITY

City Pass is a tourism marketing company that offers bundled admission products for museums, attractions, theme parks, and sightseeing experiences. With the exception of Broadway shows listed on the Broadway Site, which is subject to the Broadway Terms, City Pass does not list, market, broker, or resell “live event” tickets (e.g., concerts, games, or theatrical performances). For clarity, the Products provide bundled admission credentials to non-live event visitor attractions (each, an “Attraction”). The Products do not include, and, except for the Broadway Site, which is subject to the Broadway Terms, City Pass does not list, market, broker, or resell, tickets to live events such as concerts, theatrical performances, or sporting events. Each Product is valid for one-time admission to the Attractions included in Your Product at the time of purchase unless otherwise noted as part of the Product details on the Site or the App. Each Product must be used prior to the expiration date of such Product or within the stated validity of the Product. Each Product cannot be combined with other discounts. Persons over the child age range must purchase an adult Product. Attractions may deny entry to anyone over the child age range who presents a child Product. The use of a single Product to gain admissions by multiple individuals, or other misuse of a Product, is a criminal offense. You accept responsibility for each Product that You purchase and consent to Your credit card being charged to remedy any misuse. Any misuse may result in the Product being confiscated and/or voided without refund. Each Product is non-transferable.

ATTRACTION RULES

You are subject to each Attraction's rules, safety protocols, regulations, and terms and conditions as a condition of entry to each Attraction. Attractions may change operating hours, close temporarily, have limited capacity or sell out, modify admission inclusions, or may otherwise change or be discontinued without notice and without liability to City Pass or the Attractions. Photo identification may be required for entry to an Attraction.

Your entry to an Attraction constitutes consent for each Attraction and City Pass to use any film, photograph, video, or likeness of Product bearer for any purpose whatsoever without any payment or other compensation to the Product bearer.

DETAILED SAVINGS DISCLOSURE

Savings Calculation and Pricing Disclaimer. City Pass strives to provide customers with valuable savings compared to purchasing individual admission tickets at participating attractions. The savings percentages advertised on this Website and in promotional materials are calculated as follows:

Basis of Comparison. City Pass determines the advertised “Save Up to” price or similar comparative statements by comparing the City Pass price for a ticket package to the combined total of the highest published regular box office admission prices for the included attractions. For adult passes, comparisons are made to the regular adult admission prices; for child passes, comparisons are made to the regular child admission prices. The regular prices used in the comparisons reflect the highest published admission prices at the attractions for the twelve month period beginning March 1 and ending the last day of February of the following year.

Exclusions from Savings Comparisons. Savings calculations do not take into account:

Special discounted admissions prices offered by attractions, including, but not limited to senior, student, military, resident, group, or promotional pricing.
Coupons, promotional offers, one-day “flash” sales, online-only or unpublished discounted prices.
Any prices offered by third-party resellers, partner offers, loyalty-club or membership pricing, or other bundled ticket programs.
Unpublished or negotiated prices offered by third-party resellers.

Actual Savings May Vary. Actual savings will vary depending on factors such as the age and eligibility of the pass holder for discounted admission prices, the selection of attractions visited, the price changes occurring after City Pass’ last data capture, and the prevailing prices at the time of use. Certain customers, including but not limited to seniors, residents, students, and military personnel may find that discounted individual tickets purchased directly from attractions result in similar or lower total pricing than purchasing a City Pass Product.

Transparency and Updates. City Pass strives to ensure the accuracy of all pricing and savings information. However, attraction admission prices may change, and not all changes may be immediately reflected in our savings comparisons. The savings percentages advertised represent a general guide and may not reflect real-time pricing.

No Guarantee of Savings. City Pass does not guarantee that all customers will achieve the maximum advertised savings or that City Pass packages will result in lower overall costs for every customer or group.

REFUND POLICY

Our full Product refund policy is accessible here.

For Broadway ticket purchases via the Broadway Site, our refund policy is accessible here.

RISKS

You voluntarily assume all risks and danger of personal injury, exposure to illness (including, but not limited to, COVID exposure), property loss and all other hazards arising from, related to or incidental to Your visit to each Attraction, whether before, during or after Your visit.

We are a tourism marketing company and have no responsibility or control over the operation of any Attraction included in the Product. By purchasing the Product, You have agreed that Our liability for any claim, injury, loss, theft, tort, or other dispute or controversy ("Claim") that is directly or indirectly related to Your visit to an Attraction, any travel to or from an Attraction, or Your Product purchase experience with a third party Product seller, is limited to a refund of the Product, regardless of the type of Claim.

ACCESS TO THE SERVICES

Subject to these Terms, City Pass grants You a non-exclusive, revocable, limited, non-transferable, non-assignable, and “as is” right to use and access the features and functionality of the Services solely for Your own personal, non-commercial use.

Subject to Your compliance with these Terms, City Pass grants You a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use a copy of the App on each mobile device that You own or control and to run such copy of the App solely for Your own personal, non-commercial use.

We may modify, update, suspend, or discontinue the Services (in whole or in part) at any time with or without notice to You. You agree that City Pass is not liable to You or to any third party for any modification, update, suspension, or discontinuation of the Services. You may need to update third-party software from time to time in order to use the Services.

All right, title, and interest in and to the Services, including all text, designs, images, videos, graphics, and other content and materials on the Services are owned by City Pass and its licensors. Except for the limited access rights expressly set forth in these Terms, You are not granted any rights with respect to the Services and there are no implied licenses granted by City Pass under these Terms. City Pass also owns or has a right to use all trademarks, service marks, logos, and trade names used on the Services (collectively, the “Trademarks”).

We welcome feedback to help Us build a better service. If You provide City Pass with any feedback or suggestions regarding the Services (“Feedback”), You acknowledge that We can freely use and exploit such Feedback in any manner. Feedback You provide is not confidential or proprietary to You. So, please do not provide City Pass any information or ideas that You consider to be confidential or proprietary.

USER CONDUCT

As a condition of Your use of the Services, You agree not to use the Services for any purpose that is prohibited by these Terms or by applicable law. You shall not (and shall not permit any third party to):

use the Services in breach of these Terms;
use the Services for commercial purposes;
“spam” others or “phish” for others’ personal information;
disrupt or interfere with the security of, or otherwise abuse, the Services, or any part of the Services;
use, frame or utilize framing techniques to enclose any part of the Services without City Pass, Inc.'s express prior written consent;
use meta tags or any other "hidden text" utilizing any Trademark without City Pass, Inc.'s express prior written consent;
"deeplink" to the Services without City Pass, Inc.'s express prior written consent;
create or use a false identity on the Services;
collect or store personal information about others;
attempt to obtain unauthorized access to the Services or portions of the Services that are restricted from general access;
take any action that is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane;
use the Services in breach of any Third Party’s terms and conditions; and/or
use the Services for any commercial or for-profit manner or purpose, including, but not limited to, for the purpose of, or with the intention of initiating, future litigation or arbitration, including using the Services in order to trigger or induce an alleged violation of any law.

THIRD-PARTY SERVICES

As part of the Services, You may have access to materials, links, applications, advertisements, and services that are hosted or controlled by another party (collectively, “Third-Party Materials”). You agree that it is impossible for City Pass to monitor such Third-Party Materials, and that You access these Third-Party Materials and services at Your own risk. City Pass provides access to these Third-Party Materials only as a convenience to You, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Materials. You use all Third-Party Materials at Your own risk and should apply a suitable level of caution and discretion in doing so. When You click on any of the Third-Party Materials, the applicable third party’s terms and policies apply, including the third party’s privacy practices. You should make whatever investigation You feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Materials.

DISCLAIMERS

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS, AND CITY PASS AND ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS OR SUPPLIERS, INCLUDING PAYMENT CARD NETWORKS OR PAYMENT PROCESSORS (COLLECTIVELY, THE “CITY PASS PARTIES”), EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.

CITY PASS PARTIES MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE, OR THAT THE INFORMATION OR RESULTS PROVIDED IN, OR THAT MAY BE OBTAINED FROM USE OF, THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE ACCURATE, RELIABLE, COMPLETE, OR UP-TO-DATE. CITY PASS PARTIES MAKE NO WARRANTIES WHATSOEVER REGARDING ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL ADVERTISED, MADE AVAILABLE, OR REFERRED TO YOU THROUGH THE SERVICES. YOU ASSUME ALL RISK FOR ALL DAMAGES, INCLUDING DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE OR LOSS OF DATA THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICES. ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE DOWNLOADED, USED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK.

LIMITATION ON LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANY CITY PASS PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT CITY PASS (OR CITY PASS, INC.'s SUPPLIERS, INCLUDING WITHOUT LIMITATION, THE PAYMENT CARD NETWORKS) HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE WHERE SUCH DAMAGES RESULT FROM OR RELATING TO (I) THESE TERMS, (II) YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICES, OR (III) ANY PURCHASE OF A THIRD PARTY PRODUCT OR SERVICE BASED ON INFORMATION CONTAINED IN THE SERVICES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICES OR COMPUTER SYSTEMS, OR LOSS OF DATA RESULTING THEREFROM. UNDER NO CIRCUMSTANCES WILL CITY PASS PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO CITY PASS BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) ONE HUNDRED U.S. DOLLARS (100 USD). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A CITY PASS PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A CITY PASS PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A CITY PASS PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION. THE LIMITATIONS OF DAMAGES SET FORTH IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CITY PASS AND YOU.

INDEMNIFICATION

You agree to indemnify and hold City Pass Parties harmless, including costs and attorneys’ fees, from any loss, claim, or demand arising out of: (i) Your use of the Services; (ii) Your violation of these Terms; (iii) Your violation of applicable laws or regulations; (iv) any disputes or issues between You and any third party; or (v) Your violation of any rights of any third party. We may assume the exclusive defense and control of any matter for which You are required to indemnify Us, and You agree to cooperate with Our defense of these claims. You agree not to settle any matter for which You may have an indemnification obligation hereunder without the prior written consent of City Pass. City Pass will use reasonable efforts to notify You of any claim, action, or proceeding for which You may have an indemnification obligation hereunder upon becoming aware of it. This provision does not require You to indemnify any of the City Pass Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Services provided hereunder. You agree that the provisions in this section will survive any termination of Your Account, these Terms and/or Your access to the Services.

DISPUTE RESOLUTION; BINDING ARBITRATION

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND CITY PASS TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH YOU AND CITY PASS CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND CITY PASS FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND CITY PASS AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. CITY PASS AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. THE PARTIES TO THESE TERMS ACKNOWLEDGE THAT THE TERMS OF THIS SECTION ARE INTENDED TO REDUCE THE FINANCIAL BURDENS ASSOCIATED WITH RESOLVING THEIR DISPUTES AND ARE NOT INTENDED TO DELAY ADJUDICATION OF ANY PARTY’S CLAIMS. FOLLOW THE INSTRUCTIONS BELOW LABELED “OPTING OUT OF ARBITRATION” IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS.

Claims To Which This Section Applies. The dispute resolution and binding arbitration terms in this “Dispute Resolution; Binding Arbitration” section apply to all Claims between You and City Pass. A “Claim” is any dispute, claim, or controversy (excluding those exceptions listed below) between You and City Pass, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, that either party wishes to seek legal recourse for and that arises from or relates to these Terms and Conditions of Use or City Pass products or services, including any privacy or data-security claims or claims related to the validity, enforceability, or scope of the arbitration requirement or any portion of it. These Terms and Conditions of Use, however, do not prevent You from bringing a Claim to the attention of any government agency.

Informal Dispute Resolution Prior to Arbitration. If You have a Claim against City Pass or if City Pass has a Claim against You, You and City Pass will first attempt to resolve the Claim informally for faster resolution and to reduce costs for both parties. You and City Pass will make a good-faith effort to negotiate the resolution of any Claim for 60 days, or such longer period as mutually agreed in writing (email suffices) by the parties, (“Informal Resolution Period”) from the day either party receives a written notice of a dispute from the other party (a “Claimant Notice”) in accordance with these Terms. To initiate a Claimant Notice, You will send any such Claimant Notice to City Pass by overnight mail addressed to City Pass, Inc. Attn: Legal Department, 27 Arrow Root Lane, Victor, Idaho 83455. City Pass will send any Claimant Notice to You by overnight mail. The Claimant Notice sent by either party must: (i) include the sender’s name, address, email address, and telephone number; (ii) describe the nature and basis of the Claim; (iii) set forth the specific relief sought; and (iv) if an item is at issue, set forth the item(s) purchased and date and location of such purchase. The Informal Resolution Period is designed to allow the party who has received a Claimant Notice to make a fair, fact-based offer of settlement if it chooses to do so. You or City Pass can file a Claim in arbitration only after the end of the Informal Resolution Period. You or City Pass cannot proceed to arbitration before the end of the Informal Resolution Period. If You or City Pass file a Claim in court or proceed to arbitration without complying with the requirements in this section, including waiting until the conclusion of the Informal Resolution Period, the other party reserves the right to seek relief from a court to enjoin the filing and seek damages from the party that has not followed the requirements in this section to reimburse it for any fees and costs already incurred as a foreseeable consequence of that breach. The statute of limitations and any filing fee deadlines for a Claim will be tolled for the duration of the Informal Resolution Period for that Claim so that the parties can engage in this informal dispute-resolution process.

Claims Subject to Binding Arbitration; Exceptions. Except for individual disputes that qualify for small claims court (provided that the small-claims court does not permit class or similar representative actions or relief) and any disputes exclusively related to the intellectual property or intellectual-property rights of You or City Pass, including any disputes in which You or City Pass seek injunctive or other equitable relief for the alleged unlawful use of Your or City Pass, Inc.'s intellectual property or other infringement of Your or City Pass, Inc.'s intellectual property rights (“IP Claims”), all Claims, including Claims that are not related to intellectual property or intellectual-property rights but are jointly filed with IP Claims, that are not resolved in accordance with “Informal Dispute Resolution Prior to Arbitration” subsection will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. Such Claims include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of the arbitration provision or any portion of the arbitration provision. The arbitrator will have the authority to grant any remedy or relief that would otherwise be available in court.

Binding Individual Arbitration. Subject to the terms of this section, Claims may only be settled by binding individual arbitration conducted by the American Arbitration Association (the “AAA”), https://adr.org/, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq., (“FAA”). For Claims arbitrated by the AAA, if You are a “Consumer,” the then-current version of the AAA’s Consumer Arbitration Rules are the rules applicable to Claims between You and City Pass as modified by these Terms and Conditions of Use (the “Rules”). For Claims arbitrated by the AAA, if You are not a Consumer, the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures are the Rules applicable to Claims between You and City Pass as modified by these Terms and Conditions of Use. The Rules are available at www.adr.org or by calling 1-800-778-7879. These Terms and Conditions of Use affect interstate commerce, and the enforceability of this “Dispute Resolution; Binding Arbitration” section will be substantively and procedurally governed by the FAA to the extent permitted by law. As limited by the FAA, these Terms and Conditions of Use, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. To the fullest extent allowed by applicable law, the arbitrator may only award legal or equitable remedies that are individual to You or City Pass to satisfy one of our individual Claims (that the arbitrator determines are supported by credible relevant evidence). To the extent that You prevail on a Claim and seek public injunctive relief (that is, injunctive relief whose primary purpose and effect is to prohibit and enjoin conduct harmful to the general public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual Claims in arbitration.

Claims To Which This Section Applies. You or City Pass may initiate arbitration of any Claim not resolved during the Informal Resolution Period and not excluded under “Claims Subject to Binding Arbitration; Exceptions” subsection by filing a demand for arbitration with AAA in accordance with the Rules. Instructions for filing a demand for arbitration with AAA are available on the AAA website. You will send a copy of any demand for arbitration to City Pass by overnight mail addressed to City Pass, Inc. Attn: Legal Department, 27 Arrow Root Lane, Victor, Idaho 83455. City Pass will send any demand for arbitration to You by overnight mail using the contact information You have provided to City Pass. The arbitration will be conducted by a single arbitrator in the English language. You and City Pass both agree that the arbitrator will be bound by these Terms and Conditions of Use. For Claims in which the claimant seeks less than USD $10,000, the arbitrator will decide the matter solely based on written submissions, without a formal hearing, unless the arbitrator decides that a formal hearing is necessary. For Claims in which the claimant seeks USD $10,000 or more, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings will be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is required and You reside in the United States, the hearing will take place in Teton County, Idaho, unless You are a Consumer and the arbitrator determines that this would pose a hardship for You, in which case the in-person hearing may be conducted in the claimant’s state and county of residence. If You reside outside the United States, the site of any in-person hearing will be determined by the applicable Rules. The arbitrator (not a judge or jury) will resolve all Claims in arbitration. Unless You and City Pass agree otherwise, any decision or award will include a written statement stating the decision of each Claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions. An arbitration award, and any judgment confirming it, apply only to that specific case; it cannot be used or offered as precedent in any other case except to enforce the award itself unless the parties agree otherwise prior to issuance of the award. Any arbitration decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement.

Arbitration Fees. Each party will be responsible for arbitration fees in accordance with the applicable Rules and these Terms and Conditions of Use.

Frivolous or Improper Claims. To the extent permitted by applicable law, a claimant must pay all costs incurred by the responding party, including any attorney fees, related to a Claim if an arbitrator determines that: (i) the Claim was frivolous or (ii) the Claim was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution.

Confidentiality. If You or City Pass serve a Claimant Notice or submit a Claim to arbitration, You and City Pass agree to cooperate to seek protection (from the arbitrator or otherwise) for any confidential, proprietary, trade-secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of any discovery. You and City Pass agree to seek such protection before any such information, documents, testimony, or materials are exchanged or otherwise become the subject of discovery.

One Year to Assert Claims. To the extent permitted by law, any Claim by You or City Pass against the other must be filed within one year after such Claim arises; otherwise, the Claim is permanently barred, which means that You or City Pass will no longer have the right to assert that Claim.

Mass Arbitrations. If 25 or more Claimant Notices are received by a party that raise similar claims and have the same or coordinated counsel, these will be considered “Mass Arbitrations” and will be treated as mass arbitrations according to the AAA’s Mass Arbitration Supplementary Rules, if and to the extent Mass Arbitrations are filed in arbitration as set forth in these Terms and Conditions of Use. You or City Pass may advise the other of Your or City Pass, Inc.'s belief that Claims are Mass Arbitrations, and disputes over whether a Claim meets the definition of “Mass Arbitrations” will be decided by the arbitration provider as an administrative matter. To the extent either party is asserting the same Claim as other persons and are represented by common or coordinated counsel, that party waives any objection that the joinder of all such persons is impracticable. The following procedures are intended to supplement the AAA’s Mass Arbitration Supplementary Rules, and to the extent the procedures conflict with those Rules, to supersede them. Mass Arbitrations may only be filed in arbitration as permitted by the process set forth below. Applicable statutes of limitations will be tolled for Claims asserted in Mass Arbitrations from the time a compliant Claimant Notice has been received by a party until these Terms permit such Mass Arbitration to be filed in arbitration or court.

Initial Bellwether: The bellwether process set forth in this section will not proceed until counsel representing the Mass Arbitrations has advised the other party in writing (email suffices) that all or substantially all the Claimant Notices for the Mass Arbitrations have been submitted. After that point, counsel for the parties will select 30 Mass Arbitrations to proceed in arbitration as a bellwether to allow each side to test the merits of its arguments. Each side will select 15 claimants who have provided compliant Claimant Notices for this purpose, and only those chosen cases may be filed with the arbitration provider. The parties acknowledge that resolution of some Mass Arbitrations will be delayed by this bellwether process. Any remaining Mass Arbitrations shall not be filed or deemed filed in arbitration, nor shall any arbitration fees be assessed in connection with those Claims, unless and until they are selected to be filed in individual arbitration proceedings as set out in this subsection. A single arbitrator will preside over each Mass Arbitration chosen for a bellwether proceeding, and only one Mass Arbitration may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise. Each Mass Arbitration chosen for a bellwether will otherwise be subject to the terms of this section generally applicable to Claims filed in arbitration.

Mediation: Once the arbitrations that are part of the bellwether process have concluded (or sooner if the claimants and the other party agree), counsel for the parties must engage in a single mediation of all remaining Mass Arbitrations, with the mediator’s fee paid for by City Pass. Counsel for the claimants and the other party must agree on a mediator within 30 days after the conclusion of the last bellwether arbitration. If counsel for the claimants and the other party cannot agree on a mediator within 30 days, the arbitration provider will appoint a mediator as an administrative matter. All parties will cooperate for the purpose of ensuring that the mediation is scheduled as quickly as practicable after the mediator is appointed.

Remaining Claims: If the mediation process concludes with 100 or more unresolved Mass Arbitrations remaining, any party to a remaining Mass Arbitration may elect to no longer have the arbitration requirement in this section apply to all remaining Mass Arbitrations for which a compliant Claimant Notice was received by the other party but that were not resolved in the bellwether process or global mediation. To be effective, such an election must be communicated in writing (email suffices) to counsel for the opposing party (or to the opposing party if they do not have counsel) within 30 days of mediation concluding. Mass Arbitrations released from the arbitration requirement must be resolved in accordance with the “Jurisdiction; Enforceability” section, below. If the mediation process concludes with fewer than 100 Mass Arbitrations remaining or if no party makes a timely election as provided for in the previous paragraph, the AAA will randomly select 50 Mass Arbitrations (or the total remaining amount if less than 50) to proceed in arbitration as a second batch. The AAA will randomly select eligible claimants who have provided compliant Claimant Notices for this purpose, and only those chosen cases may be filed with the arbitration provider. A single arbitrator will preside over each Mass Arbitration chosen for this second batch, and only one Mass Arbitration may be assigned to each arbitrator as part of this second batch unless the parties agree otherwise. Once all arbitrations in the foregoing process are complete, the parties will repeat this process until all Mass Arbitrations have been arbitrated. Each Mass Arbitration chosen for a batch will otherwise be subject to the terms of this section generally applicable to Claims filed in arbitration. If Mass Arbitrations released from the arbitration requirement are brought in court, claimants may seek class treatment, but to the fullest extent allowed by applicable law, the classes sought may comprise only the claimants in Mass Arbitrations for which a compliant Claimant Notice was received by the other party. Any party may contest class certification at any stage of the litigation and on any available basis. A court will have authority to enforce the bellwether and mediation processes defined in this section and may enjoin the filing of lawsuits or arbitration demands not made in compliance with it.

Opting Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of the date You first accepted these Terms by sending notice by mail addressed to City Pass, Inc. Attn: Legal Department, 27 Arrow Root Lane, Victor, Idaho 83455. To be effective, the opt-out notice must be received by us within the 30-day period and must include Your full name, mailing address, and email address. The notice must also clearly indicate Your intent to opt out of binding arbitration to be valid. By opting out of binding arbitration, You are agreeing to resolve disputes in accordance with the “Jurisdiction; Enforceability” section below.

Rejection of Future Arbitration Changes. You may reject any change we make to this “Dispute Resolution; Binding Arbitration” section (except address changes) by sending us notice of Your rejection within 30 days of the change via mail addressed to City Pass, Inc. Attn: Legal Department, 27 Arrow Root Lane, Victor, Idaho 83455. To be effective, Your rejection must be received by us within the 30-day period and must include Your full name, mailing address, and email address and clearly indicate Your intent to reject changes. Changes to the “Dispute Resolution; Binding Arbitration” section may only be rejected as a whole, and You may not reject only certain changes to the “Dispute Resolution; Binding Arbitration” section. If You reject changes made to the “Dispute Resolution; Binding Arbitration” section, the most recent version of the “Dispute Resolution; Binding Arbitration” section that You have not rejected will continue to apply.

Severability. If any portion of this “Dispute Resolution; Binding Arbitration” section is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable: (i) the unenforceable or unlawful provision will be severed from these Terms and Conditions of Use; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this “Dispute Resolution; Binding Arbitration” section or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this “Dispute Resolution; Binding Arbitration” section; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction, in accordance with these Terms and Conditions of Use, and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this “Dispute Resolution; Binding Arbitration” section is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this “Dispute Resolution; Binding Arbitration” section will be enforceable.

Waiver of Jury Trial

CITY PASS AND YOU ALSO WAIVE TO THE FULLEST EXTENT PERMITTED BY LAW ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, SUIT OR PROCEEDING BROUGHT TO ENFORCE, DEFEND, OR INTERPRET ANY RIGHT OR REMEDIES UNDER, OR ARISING IN CONNECTION WITH OR RELATING TO, THESE TERMS AND CONDITIONS OF USE.

MISCELLANEOUS

Except as provided in “Waiver of Class or Other Non-Individualized Relief” section above, if any part or parts of these Terms are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of these Terms shall continue in full force and effect.

These Terms and any action related thereto will be governed and interpreted by and under the laws of the state of Idaho, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. Notwithstanding the foregoing, nothing in these Terms is intended to, or shall be construed to, waive or limit any non-waivable consumer protection rights under the laws of Your state or country of residence that would otherwise apply to You as a consumer; to the extent such laws are mandatory and conflict with these Terms, those mandatory laws control as to You. The United Nations convention on contracts for the international sale of goods does not apply to these Terms. Both You and City Pass agree that all claims and disputes arising out of or relating to these Terms will be litigated exclusively in the state or federal courts located in Idaho.

If You are a California resident, You may report complaints to the Complaint Assistance Unit of the Division of Consumer Products of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

No failure on the part of City Pass to enforce any part of these Terms shall constitute a waiver of any of City Pass, Inc.'s rights under these Terms whether for past or future actions on the part of any person. Neither the receipt of any funds by City Pass nor the reliance of any person on City Pass, Inc.'s actions shall be deemed to constitute a waiver of any part of these Terms. Only a specific, written waiver signed by an authorized representative of City Pass shall have any legal effect whatsoever.

CONTACT US

To reach our customer service team, please click here. Or reach us at:

City Pass, Inc. Attn: Legal Department, 27 Arrow Root Lane, Victor, Idaho 83455

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