Terms of Service

1. Introduction and Acceptance

Welcome to Overflow, operated by Be In Overflow Inc. ("Overflow," "we," "us," or "our"). Overflow is a community-driven cinema platform that transforms film exhibition into collective cultural experiences.

By accessing or using the Overflow platform, including our website at beinoverflow.com, mobile applications, and related services (collectively, the "Platform"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use the Platform.

These Terms constitute a legally binding agreement between you and Be In Overflow Inc. Please read them carefully.

2. Definitions

2.1 Key Terms

• "Experience" refers to a theatrical screening event organized through the Platform.
• "Participation" refers to your reservation to attend an Experience.
• "Destination" refers to the venue where an Experience takes place.
• "Momentum" refers to the collective interest and participation level for a proposed Experience.
• "Greenlight" means an Experience has reached its required participation threshold and will proceed as scheduled.
• "Threshold" refers to the minimum number of participants required for an Experience to Greenlight.
• "Council Membership" refers to our premium membership program providing enhanced benefits and access.
• "Community Partner" or "Affiliate" refers to organizations, churches, cultural centers, or individuals who promote Overflow Experiences within their communities.

3. Eligibility and Account Registration

3.1 Eligibility Requirements

To use the Platform, you must be at least 18 years of age or the age of majority in your jurisdiction, whichever is higher. By using the Platform, you represent and warrant that you meet this eligibility requirement.

3.2 Account Registration

To participate in Experiences or access certain features, you must create an account. When registering, you agree to provide accurate, current, and complete information, and to update this information to maintain its accuracy.

3.3 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

4. The Momentum Model: How It Works

4.1 Overview

Overflow operates on a unique momentum-based model where audiences collectively "greenlight" theatrical screenings. Experiences only proceed when enough people commit to participate, eliminating individual financial risk while building community engagement.

4.2 Payment Authorization

When you reserve a Participation, your payment method will be authorized but not charged. This means we verify that your payment method is valid and that funds are available, but no money is withdrawn from your account at the time of reservation.

4.3 Greenlight and Payment Capture

If an Experience reaches its Threshold before the Greenlight deadline, the Experience will be confirmed ("Greenlit"). At this point, your authorized payment will be captured—meaning the actual charge will be processed. You will receive email confirmation when an Experience is Greenlit.

4.4 If an Experience Does Not Greenlight

If an Experience does not reach its Threshold by the Greenlight deadline, the Experience will be cancelled. In this case, your payment authorization will be released and you will not be charged. The authorization hold will typically be removed from your account within 3-7 business days, depending on your financial institution.

4.5 Greenlight Deadlines

Each Experience has a specified Greenlight deadline. This deadline is displayed on the Experience detail page and in your confirmation communications. We reserve the right to extend or modify deadlines at our discretion.

5. Cancellations, Rescheduling, and Refunds

5.1 User Cancellation Before Greenlight

If you cancel your Participation before an Experience Greenlights, your payment authorization will be released immediately. No charge will be processed to your payment method.

5.2 User Cancellation After Greenlight

After an Experience has Greenlit and your payment has been captured, you may request a refund up to 48 hours before the scheduled screening time. Refund requests made within 48 hours of the screening are subject to our discretion.

5.3 Overflow-Initiated Cancellations

If Overflow cancels an Experience after it has Greenlit (due to venue issues, filmmaker availability, or other circumstances beyond our control), all participants will receive a full refund of any captured payments.

5.4 Rescheduled Experiences

If an Experience is rescheduled to a different date or time after Greenlight (due to venue availability, weather, or other circumstances), your Participation and captured payment will automatically transfer to the new date. If the rescheduled date does not work for you, you may request a full refund within 7 days of receiving the rescheduling notification. After this 7-day window, standard refund policies apply.

5.5 Refund Processing

Approved refunds will be processed to your original payment method within 5-10 business days. The actual appearance of refunded funds in your account depends on your financial institution.

6. Council Membership

6.1 Membership Terms

Council Membership is an annual subscription program priced at $240 per year, billed annually. Membership provides enhanced benefits including priority access to Experiences, early notifications, and additional features as described on the Platform.

6.2 Automatic Renewal

Your Council Membership will automatically renew at the end of each annual period unless you cancel before the renewal date. You will be notified before renewal and charged using the payment method on file.

6.3 Membership Cancellation

You may cancel your Council Membership at any time through your account settings. Cancellation will take effect at the end of your current billing period, and you will retain access to membership benefits until that time. We do not provide prorated refunds for partial membership periods.

7. Community Partners and Affiliates

7.1 Partner Relationships

Overflow works with community partners and affiliates—including churches, cultural centers, local organizations, and individuals—who help promote Experiences within their communities. These partners may receive attribution or commission for referrals.

7.2 Independence of Partners

Unless expressly stated otherwise, community partners and affiliates are independent from Overflow. Overflow is not responsible for the acts, omissions, representations, or separate offerings of any community partner or affiliate outside of the Platform. Any promises, guarantees, or commitments made by a partner organization that are not reflected on the Overflow Platform are not endorsed or guaranteed by Overflow.

7.3 Partner Codes and Referrals

If you use a referral code or link from a community partner, you may receive promotional benefits as specified at the time of use. These benefits are subject to availability and may be modified or discontinued at Overflow's discretion.

8. User Conduct and Community Standards

8.1 Community Values

Overflow is built on principles of cultural celebration, community respect, and collective storytelling. We expect all users to engage with the Platform and with each other in ways that honor these values.

8.2 Prohibited Conduct

When using the Platform, you agree not to: violate any applicable laws or regulations; infringe on the rights of others; engage in fraudulent or deceptive activities; harass, threaten, or intimidate other users; post or transmit content that is hateful, discriminatory, or harmful; attempt to gain unauthorized access to the Platform or other users' accounts; interfere with the proper functioning of the Platform; or use the Platform for any commercial purpose not expressly authorized by Overflow.

8.3 Experience Attendance

When attending Experiences, you agree to conduct yourself respectfully, follow Destination rules and policies, refrain from disruptive behavior, and comply with any instructions from Overflow staff or Destination personnel.

8.4 Removal from Experiences

Overflow reserves the right to remove any participant from an Experience, without refund, for serious violations of these Terms or Destination policies. Serious violations include, but are not limited to: harassment or threatening behavior toward other attendees, staff, or filmmakers; recording, streaming, or photographing film content (which violates copyright and licensing agreements); intoxication or disruptive behavior that interferes with others' enjoyment; and refusal to comply with Destination safety requirements or staff instructions. Removal decisions are final and not subject to appeal.

9. Intellectual Property

9.1 Overflow's Intellectual Property

The Platform, including its design, features, functionality, content, trademarks, and all related intellectual property, is owned by Be In Overflow Inc. or its licensors. You may not copy, modify, distribute, sell, or lease any part of the Platform without our express written permission.

9.2 Film Content

Films screened through Overflow Experiences are the intellectual property of their respective rights holders. Your Participation provides a limited license to view the film at the specified Experience only. You may not record, stream, distribute, or reproduce any film content.

9.3 User-Generated Content

If you submit any content to the Platform (including reviews, comments, or feedback), you grant Overflow a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display such content in connection with the Platform and our business operations.

10. Privacy and Data

Your privacy is important to us. Our collection, use, and protection of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to our data practices as described in the Privacy Policy.

We do not sell your personal data. Information we collect is used to operate and improve the Platform, curate content and experiences relevant to our community, and communicate with you about your account and Experiences.

11. Disclaimers

11.1 Platform Provided "As Is"

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. OVERFLOW DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

11.2 Experience Disclaimers

While we work to ensure quality Experiences, Overflow does not guarantee that any Experience will Greenlight, that Experiences will proceed exactly as described, or that you will be satisfied with any Experience. Destination conditions, film quality, and audience composition are outside our direct control.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OVERFLOW AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE AMOUNT YOU PAID TO OVERFLOW IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Indemnification

You agree to indemnify, defend, and hold harmless Overflow and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of the Platform, your violation of these Terms, or your violation of any rights of any third party.

14. Termination

14.1 Termination by You

You may terminate your account at any time by contacting us or through your account settings. Termination does not entitle you to refunds for any Participations in Greenlit Experiences or active Council Membership periods.

14.2 Termination by Overflow

We may suspend or terminate your account at any time, with or without notice, for any reason, including violation of these Terms. Upon termination, your right to use the Platform will immediately cease.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating any formal dispute resolution, you agree to contact us at hello@beinoverflow.com to attempt to resolve any disputes informally.

15.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions.

15.3 Venue

Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in New York County, New York, and you consent to the jurisdiction of such courts.

16. Changes to These Terms

We may modify these Terms at any time. If we make material changes, we will notify you by email or through the Platform before the changes take effect. Your continued use of the Platform after such changes constitutes acceptance of the modified Terms.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Overflow regarding the Platform.

17.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

17.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

18. Contact Us

If you have any questions about these Terms, please contact us at: