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WEBSITE TERMS AND CONDITIONS OF USE

THIS IS A LEGAL AGREEMENT BETWEEN YOU (LICENSEE) AND CITIZEN STOCK LLC, ("CITIZEN STOCK"). BY ACCESSING THIS SITE, OR BY DOWNLOADING ANY CONTENT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEBSITE.


By using the website www.citizenstock.com (Site), you represent that you are over eighteen (18) and have the authority and right to agree to these terms. If you are accessing this Site on behalf of any entity, you further represent and warrant that you are authorized to accept these terms on such entity's behalf, and that such entity agrees to indemnify Company for violations of these Site terms. CITIZEN STOCK reserves the right to alter, modify or update these terms of use at any time and you agree to be bound by such modifications, alterations or updates. This Agreement is in addition to any License Agreement you may enter into with Company.


OWNERSHIP OF THIS SITE
This Site is owned and operated by CITIZEN STOCK. All elements of the site, including the text, images, graphics, illustrations, audio or visual (Content) and the general design are owned by Company or its licensors and are protected by copyright, trademark, trade dress, moral rights and other US and international laws or treaties relating to intellectual property.


TRADEMARKS
You may not use Companys trademarks or trade names, including Citizen Stock without Companys prior written consent. In addition, the look and feel of the Site, including all elements of the design is the service mark, trademark and/or trade dress of CITIZEN STOCK and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Company.


USE OF THIS SITE AND CONTENTS
This site and its contents are intended for use by Companys customers. You may not use the Site for any purpose unrelated to your business with CITIZEN STOCK. Unless you are a registered user, you may only browse the Site and download watermarked images solely for Comp Use. In using the Site, you represent and warrant that you will comply with all applicable laws and regulations, including, without limitation, those relating to the Internet, data, e-mail, privacy, and the transmission of technical data exported from the United States or the country in which you reside.

Limited Comp Use License: Provided you comply with the terms of this Agreement, CITIZEN STOCK grants you a limited, nontransferable, nonexclusive license to download selected Content onto your computer hard drive and to use the Content) and any derivative works or copies for internal use for evaluation purposes (Comp Use) solely to determine if you wish to request a non-comp use license. The Comp use license automatically expires after sixty (60) days and Company reserves the right to terminate the Comp Use License at any time. Company does not warrant that Content used for Comp Use may be available for licensing for your intended purpose. Other than the Comp Use, the Content may not be used in any way, until an invoice granting usage rights is paid in full. Upon termination, you and your employer must immediately stop using the Content, delete the Content and all copies from all magnetic media and destroy all other copies.


ACCESS TO RESTRICTED CONTENT
Access to high resolution digital files is restricted to registered users and is password protected. Only registered users who have received an authorized Password from CITIZEN STOCK and who are using their own unique password are permitted to the Services offered under the restricted portion of the Site and to download [high resolution digital] Content. Once registered, You agree that you shall not divulge, upload, rent, sell, loan or exchange your password with any other person regardless of whether such person is another employee or subcontractor engaged by you or your employer or otherwise. If you become aware of any loss, theft or misuse of your password, you must inform us in writing immediately, otherwise may be liable for any loss or damage arising from such misuse. We reserve the right to terminate your access in the event of any misuse of your password.


PROHIBITED USE OF SITE AND CONTENT

The following uses are prohibited:

  • Remove, alter or change any copyright information or other notices or metadata associated with the Content
  • Download, copy, or re-transmit any or all of the Site or the Content without, or in violation of, a written license or agreement with Company;
  • Use any data mining, robots or similar data gathering or extraction technology or algorithms to crawl, scrape or monitor the Site or seek information on Site Visitors or Companys customers;
  • Manipulate or otherwise display the Site or the Content by using framing or similar navigational technology;
  • Circumvent any Site restrictions or measures to limit access to the Site
  • Register or attempt to register for any products or services offered by the Company if you are not authorized by the party to do so;
  • Disclose, sell or trade any password to restricted areas of the Site s or allow any third party to have access to your password.
  • Interfere in any manner, whether technological or otherwise with the function of the Site or and services offered by Company


PRIVACY POLICY Company respects your privacy. Please refer to Companys Privacy Policy for the specific terms.

LINKS TO THIRD PARTY SITES
The linked sites are not under CITIZEN STOCKs control and it is not responsible for the Content of any linked site or any link contained in a linked site, or any changes or updates to such sites. CITIZEN STOCK is not responsible for webcasting or any other form of transmission received from any linked site. You acknowledge that CITIZEN STOCK provides the links to you only as a convenience and it does not endorse the linked sites or their use or Content.


INDEMNITY
You agree to indemnify and hold CITIZEN STOCK, and the copyright holder, harmless from any and all claims, liabilities, damages, costs and expenses, including reasonable attorney's fees, arising out of or related to the use of Content, any breach of this Site agreement, or your violation of any rights of another.


GENERAL DISCLAIMERS
THIS SITE AND THE CONTENT ARE PROVIDED "AS IS" AND CITIZEN STOCK EXCLUDES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. CITIZEN STOCK WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE OR THE CONTENT, OR THE UNAVAILABILITY OF THE SITE OR CONTENT, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, AND DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES. THE FUNCTIONS EMBODIED ON OR IN THE MATERIALS OF THIS SITE ARE NOT WARRANTED TO BE UNINTERRUPTED OR WITHOUT ERROR. YOU, NOT CITIZEN STOCK, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION DUE TO YOUR USE OF THIS SITE OR THE CITIZEN STOCK CONTENT. WE MAKE NO WARRANTY THAT THE SITE OR THE CONTENT IS FREE FROM INFECTION BY VIRUSES OR ANYTHING ELSE THAT HAS CONTAMINATING OR DESTRUCTIVE PROPERTIES.


Some US states and foreign countries do not permit the exclusion or limitation of implied warranties or liability for certain categories of damages. Therefore, some or all of the limitations above may not apply to you to the extent they are prohibited or superseded by state or national provisions.


Limitation of Liability
IN NO EVENT SHALL CITIZEN STOCK, ITS DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM CITIZEN STOCK, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO CITIZEN STOCK' RECORDS, PROGRAMS OR SERVICES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF CITIZEN STOCK, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF THE SITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO CITIZEN STOCK FOR ACCESS OR USE OF THE SITE.

CITIZEN STOCK GIVES NO RIGHTS OR WARRANTIES WITH RESPECT TO THE USE OF NAMES, TRADEMARK, LOGO TYPES, REGISTERED OR COPYRIGHTED DESIGNS OR WORKS OF ART DEPICTED IN ANY CONTENT, AND THE LICENSEE MUST SATISFY ITSELF THAT ALL NECESSARY RIGHTS, CONSENTS OR PERMISSION AS MAY BE REQUIRED FOR REPRODUCTION ARE SECURED. CITIZEN STOCK IDENTIFIED THE CAPTION FOR EACH CONTENT TO THE BEST OF ITS ABILITY, BUT CANNOT BE HELD RESPONSIBLE FOR ERRONEOUS OR INCOMPLETE CAPTION INFORMATION.

UNAUTHORIZED USE FEE
Any use of CITIZEN STOCKS Content in a manner not expressly authorized by this Agreement or in breach of a term of this Agreement constitutes copyright infringement, entitling CITIZEN STOCK to exercise all rights and remedies available to it under copyright laws around the world. Licensee shall be responsible for any damages resulting from any such copyright infringement, including any claims by a third party. In addition and without prejudice to CITIZEN STOCKS other remedies under this Agreement, CITIZEN STOCK reserves the right to charge and Licensee agrees to pay a fee equal to five (5) times CITIZEN STOCK normal license fee for use of the Content.

JURISDICTION AND ATTORNEYS FEES
Any dispute regarding this Agreement shall be governed by the laws of the State of New York and applicable U.S. Federal law, including Title 17 of the U.S. Code, as amended. The parties agree to accept the exclusive jurisdiction of the state and federal courts located in New York, USA, regardless of conflicts of laws. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed. You agree that this Agreement, as well as any other documents shall be written in the English language. In any dispute between Company and you, Company shall be entitled to recover its reasonable attorneys fees, legal expert fees, and other legal expenses from you.





MISCELLANEOUS
This Agreement (along with CITIZEN STOCKS Privacy Policy and any Content License Agreement) constitutes the entire agreement between the parties with respect to the subject matter. No action of CITIZEN STOCK, other than the express or written waiver or amendment, may be construed as a waiver or amendment of this Agreement. This Agreement shall not be modified except by a written agreement signed by duly authorized representatives of CITIZEN STOCK, provided that no purchase order or similar document issued by you shall modify this Agreement, even if signed by CITIZEN STOCK. The parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable and in such manner as comes closest to the intentions of the parties to this Agreement as is possible. This Agreement will inure to the benefit of and be binding upon the parties, their successors and assigns, except that you may not assign or transfer this Agreement without CITIZEN STOCKS prior written consent.