Royalty Free License

 

1. Parties and Definitions

The following Royalty Free License (the "Agreement") constitutes an agreement between you ("Licensee") and Gohitah Ltd T/a cgartbin. ("Gohitah"), operator of www.cgartbin.com (the "Site"). Licensee may not use visual, or any other content available for licensing from cgartbin without agreeing to the terms of this Royalty Free License. If Licensee does not agree to the cgartbin Terms of Use and Privacy Policy, or any other agreements that may be incorporated by reference therein, cease use of the Site and do not continue with any license purchase. Following the text of this Agreement, Licensee will be prompted to actively agree to the terms herein.

You” refers to the purchasing entity, whether that is a natural person who must be at least 18 years of age, or a corporate entity. The rights granted in this agreement are granted to the purchasing entity, its parent company, and its majority owned affiliates on a “royalty free” basis, which means that after a Purchase, there are no future royalties or payments that are required. Collectively, these rights are considered “extended uses”, and are granted to you, subject to applicable Editorial Use Restrictions described below.  As used in this Agreement, "Licensed Content" refers to digital media files “Stock Digital Media Product” is the collection of one or more digital files, packaged in the form of a product on the Site that can be identified by a product ID, and that is uploaded by you, or otherwise made available to you, for Purchase on the Site. Stock Digital Media Product may include models, textures, images, plugins, video, motion picture footage, music, sound effects, photographs, media project files and/or other audio, audio-visual, or visual works  and different file formats to make it easier for Customers to work in a variety of software applications (such as Maya, Modo,3ds Max, and Cinema 4D), and may also include other files (such as jpeg, Psd, Tiff images used for texturing), and images or other files that are used for promotional purposes for which Licensee has paid license fees if such are required by cgartbin, and for which the terms of this Agreement shall apply. "Work for Distribution" refers to any independently authored derivative work incorporating the Licensed Content created by or on behalf of Licensee under the terms of this Agreement. "Authorized User" refers to any individual who has been authorized by Licensee to access Licensed Content in the creation of Works for Distribution by or on behalf of Licensee under the terms of this Agreement.

2. Grant of License

In consideration of Licensee's acceptance of the terms of this Agreement and payment of license fee as required, Cgartbin grants Licensee a non-exclusive worldwide perpetual right to use, display, modify, publish and create Works for Distribution incorporating Licensed Content in any and all media. Beyond the initial license fee, Licensee need make no additional payments to Cgartbin for the use of Licensed Content, provided such use conforms to the terms of this Agreement, including but not limited to the Restrictions on Use in section 3. This Agreement is a license, not an agreement of sale. Licensee shall not acquire any copyright ownership or equivalent rights to any of the Licensed Content, and Cgartbin and its Licensed Content sources retain all right, title, and interest in and to all of the copyrights, trademarks, trade secrets, and all other proprietary rights in the Licensed Content. All rights in and to Licensed Content not expressly granted in this agreement are retained by Cgartbin or its suppliers licensors. as the case may be.
Licensee may provide access to Licensed Content to no more than ten (10) Authorized Users either sequentially or simultaneously, provided that such access is used solely for the purpose of creation or reproduction of Works for Distribution made by or on behalf of Licensee. If more than ten individuals will have access to the Licensed Content, or if Licensed Content will be used in Works not authored by Licensee, additional licenses must be purchased.

3. Restrictions on Use

Licensed Content may not be used contrary to any restriction on use indicated herein or that Licensee is notified of prior to or at the time Licensed Content is delivered. Restrictions may be included in the information provided with the Licensed Content or by notice from Cgartbin. Any such restriction provided to Licensee shall be incorporated in this Agreement.

Licensed Content may not be resold, sublicensed, assigned, transferred or otherwise made available to third parties except as incorporated into Works for Distribution. Licensed Content may not be distributed to third parties as a standalone file or in a way that unreasonably permits the recipient to extract the Licensed Content for use separate and apart from the Work for Distribution. Licensee will make reasonable best efforts to safeguard against unauthorized third-party access to Licensed Content.

Licensee may not distribute the Licensed Content in any library or reusable template, electronic or otherwise, including but not limited to website templates, intended to allow reproduction by third parties on electronic or printed products. Licensee may not distribute Licensed Content in a manner meant to enable third parties to create derivative works incorporating Licensed Content.

Licensee may not superficially modify the Licensed Content and sell it to others for consumption, reproduction or re-sale. For example, but without restriction, Licensee may not resell digital models, images, video content as a screensaver or desktop background, nor resell 3d models renders, images, textures and other content  as backgrounds, "hold" music, or ringtones, nor extract images and print them on tee-shirts or other physical products for resale.

Licensee shall not incorporate the Licensed Content into a logo, trademark or service mark without explicit written permission from either Cgartbin or the copyright owner.

Licensee shall not use the Licensed Content in a manner that violates the law of any applicable jurisdiction.

Licensee shall not use the Licensed Content in a pornographic or defamatory manner, whether directly or in context or juxtaposition with other materials.

If any Licensed Content featuring a model is used in a manner that would lead a reasonable person to believe that the model personally uses or endorses a product or service, or if the depiction of the model would be unflattering or unduly controversial to a reasonable person, Licensee must accompany each such use with a statement indicating that the person is a model and their likeness is being used for illustrative purposes only.

Cgartbin gives no representations or warranties whatsoever regarding the existence or sufficiency for a specific usage of any model or property releases associated with Licensed Content, and Cgartbin shall not be liable for damages resulting from use of any Licensed Content without sufficient releases. Cgartbin does not grant any right nor make any warranty with regard to the use of names, people, trademarks, trade dress, logos, registered, unregistered or copyrighted audio, designs or works of art or architecture depicted in any Licensed Content. Licensee acknowledges that some jurisdictions provide legal protection against a person's image, likeness or property being used for commercial purposes without their consent. Licensee shall be solely responsible for determining whether additional clearance or release is required in connection with any proposed use of Licensed Content. Cgartbin will make reasonable efforts to assist Licensee in obtaining copies of any releases previously obtained by the proprietors of such Licensed Content upon request by Licensee; however, there may be an additional fee for such assistance.

Any external party that receives Stock digital Media Products may only use Stock digital Media Products on your Creations and must take reasonable care to secure and limit access to Stock digital Media Products to that purpose. In the production of a Creation owned by another entity (“your Client”), if you are working as a contractor and need to share Stock digital Media Products with your Client, or any external parties working with your Client, sharing Stock digital Media Products is allowed, subject to the restriction that all parties may use Stock digital Media Products only for your Client’s particular Creation, and for successive versions of your Client’s Creation, such as sequel Computer Games or movies that utilize the same 3D models. All parties must take reasonable care to secure and limit access to Stock digital Media Products to the parties working on your Client’s Creation. For all other use by any party, Stock digital Media Products must be Purchased again to create a new license agreement governing that use.

Where Licensed Content is digital files, 3d models, images, texture, video footage, any music, dialogue or other ambient audio contained in such footage is incidental only and may require additional clearances for a given usage.

Notwithstanding the foregoing, some Licensed Content may be available for certain of the restricted uses, provided a supplemental or extended license is entered into for such uses (for the avoidance of doubt, such uses are not included in this License Agreement).


3.1 Editorial Use Restriction for Some Stock digital Media Products.
The following restrictions apply to any Stock digital Media Product affixed with an “Editorial” notice on its Product Page. The Editorial notice is one way to alert you that certain subject matter depicted by Stock digital Media Products , such as a manufactured product under a brand name, may be protected by another party’s Intellectual Property rights (“Other-Party Intellectual Property”). Permitted use of Other-Party Intellectual Property in Stock digital Media Products is limited to news reporting in Creations of some cultural, editorial, journalistic, or otherwise newsworthy value, and includes news reporting on television and the internet. This restriction does not apply if you have the needed authorization to use the Other-Party Intellectual Property for your Creation, such as if you are the Intellectual Property owner yourself, or an Intellectual Property owner’s advertising team, hired party, or licensee purchasing that company’s product.

3.2 Other-Party Intellectual Property.
Cgartbin does not own or license any Other-Party Intellectual Property. Cgartbin does not in any way make any representations or warranties about Other-Party Intellectual Property associated with Stock digital Media Products . You are solely responsible for determining the need for and, if appropriate, obtaining any needed Other-Party clearance, consent, or release to use any Other-Party Intellectual Property in your Creations.

3.3. Creations of visual Imagery and Imagery images.
Permitted Uses of Creations of Imagery. Subject to the following restrictions, you may use Creations of Imagery within movies, news, films, television programs, multi-media projects, video projects theatrical display, software user interfaces; architectural renderings, Computer Games, virtual worlds, simulation and training environments; corporate communications, marketing collateral, tradeshow promotional items, booth decorations and presentations; pre-visualizations, product prototyping and research; mobile, web, print, television, and billboard advertising; online and electronic publications of blogs, literature, social media, and email campaigns; website designs and layouts, desktop and mobile wallpapers, screensavers, toolbar skins; books, magazines, posters, greeting cards; apparel items, brochures, framed or printed artwork, household items, office items, lenticular prints, product packaging and manufactured products.

Restrictions on Permitted Uses of Creations of visual Imagery and imagery images.
a. Stock Media Clearinghouse. You may NOT publish or distribute Creations of Imagery through another stock media clearinghouse, for example as part of an online marketplace for photography, clip art, or design templates.
b. Promotional Images. Images displayed for the promotion of Stock digital Media Products , such as preview images on the Stock Media Product’s Product Page (“Promotional Images”), may be used in Creations of Imagery, provided that the Stock digital Media Products itself has been Purchased and subject to the following restrictions:
i. You may NOT use a Promotional Image that has any added element which is not included as part of the Stock digital Media Product. An example of this type of restricted use is if the Stock digital Media Products contains a 3D model of an airplane, and there is a Promotional Image of that airplane rendered over a blue sky; however, the blue sky image is not included as part of the Stock Media Product. Other prohibited examples include use of Promotional Images from movies or advertisements that may have used Stock Media Product.
ii. You may NOT use any Promotional Image that has a logo, mark, watermark, attribution, copyright or other notice superimposed on the image without prior approval from Cgartbin Support.
c. Business Logos. You may NOT use Imagery in any Creation that is a trademark, service mark, or business logo. This restriction is included because the owners of these types of Creations typically seek exclusivity on the use of the imagery in their Creation, which is incompatible with the non-exclusive license granted to you under this agreement.

3.4 Creations of Computer Games and Software
Permitted Uses in Creations of Computer Games and Software. Subject to the following restrictions, you may include Stock digital Media Products in Creations of Computer Games, virtual worlds, simulation and training environments; mobile, desktop and web applications; and interactive electronic publications of literature such as e-books and electronic textbooks.
Restrictions on Permitted Uses of Stock digital Media Products in Creations of Games and Software.
a. Interactivity. Your inclusion of Stock digital Media Products within any such Creation is limited to uses where Stock digital Media Products is required to produce an interactive experience for the user. Such a permitted example of this use would be to include a 3D model of human anatomy in a medical training application, in a way that the 3D model may be manipulated or interacted with, and also where Imagery would not reasonably suffice for the intended use.
b. Access to Stock digital Media Products. You must take all reasonable and industry standard measures to prevent other parties from gaining access to Stock digital Media Products. Stock digital Media Products must be contained in proprietary formats so that they cannot be opened or imported in a publicly available software application or framework, or extracted without reverse engineering. You may NOT publish or distribute Stock digital Media Products in any open format, or format encrypted with decryptable open standards (such as WebGL or an encrypted compression archive).
c. Open Systems. You may NOT include Stock digital Media Products in Creations that have the general functionality for importing and/or exporting Stock digital Media Products. An example of such a prohibited use is to include Stock digital Media Products as a starter library within a Creation that allows users to generally work with 3D models, even if the Stock digital Media Products itself is somehow protected and is not capable of being exported. Instead, the users of such a software application may Purchase Stock digital Media Products directly from the Site.
d. Virtual Good Sales. You may NOT import, upload, reproduce, make available, publish, transmit, distribute, or sublicense Stock digital Media Products in Creations of virtual goods or worlds for any 3D community (“Virtual World”), unless you or your Client owns the Virtual World platform and it complies with the foregoing restrictions.

3.5. Creations of Physical Form.
Permitted Uses in Creations of Physical Form . Subject to the following restrictions, you may use Stock digital Media Products to make physical Creations such as 3D printed works, articles of manufacture, custom vehicles, furniture, jewelry, sculptural artwork, toys, and physical entertainment goods (“Creations of Physical Form”).
Restrictions on Permitted Uses in Creations of Physical Form .
a. Substantially Similar Creations. Permitted use of any Creation of Physical Form in which a Stock digital Media Products is untransformed or substantially similar to the Stock Media Product, is limited to personal use, gifts, or charitable donations, with a maximum of 5 instances of such Creation per Purchase; unless the Stock digital Media Products is a small part of a much larger array of other physical objects in the Creation. For example, if you are creating a real-world, physical human skeleton for manufacture for sale, it is permitted to add a 3D printed human head that exactly resembles the Purchased Stock Media Product, but it is not permitted to sell the 3D printed head by itself. Another permitted example of a Stock digital Media Products being a small part of a larger array is using a 3D model that ends up within an automobile as a part of the automobile.
b. No Other-Party Intellectual Property. You may NOT reproduce Other-Party Intellectual Property in any Creation of Physical Form for any purpose.

3.6. 3D Industry Promotional Use.
 If Cgartbin has granted you, as a hardware or software partner, access to priced Stock digital Media Products on a free-of-charge basis, your use of Stock digital Media Products is restricted to internal testing for your 3D software or hardware products, and to the promotion of your software or hardware products with Creations of Imagery provided that an attribution of the artist’s name and the Site are included. You agree that should any Stock digital Media Products be used outside of these purposes in ways that are normally allowed after a Purchase, that you will promptly Purchase the Stock digital Media Products and otherwise comply with the terms herein.

3.7 Unauthorized Use.
If you use Stock digital Media Products in an unauthorized way, Cgartbin may terminate your account and pursue other penalties, damages, losses, and profits Cgartbin is entitled to under this agreement or at law or equity. The following are unauthorized uses that are explicitly prohibited:
a. Competition. You may NOT use Stock digital Media Products in a way that competes with the Site or the Stock digital Media Products themselves.
b. Re-Distribution. You may NOT re-distribute, publish, or make Stock digital Media Products available to any third party except in the form of a permitted Creation, or shared as authorized in this agreement.
c. Group Buying. You may NOT aggregate funds to Purchase Stock digital Media Products with one or more other parties. An example of this prohibited use is a website membership where members pool their money to make a single Purchase that is shared by the members of the group. Each such member must Purchase individually.
d. Stock digital Media Products Clearinghouses. You may NOT publish, distribute, or make Stock digital Media Products available through any online clearinghouse infrastructure.
e. No Obscene or Unlawful Use. You may NOT use Stock digital Media Products for any defamatory, harassing, obscene, or racist purpose, or to infringe any party’s Intellectual Property rights.
f. False Attribution. You may NOT misrepresent yourself as the creator of Stock digital Media Products .

4. Warranties and Limitation of Liability

Gohita Ltd T/a Cgartbin warrants that it has all necessary rights and authority to enter into and perform under this agreement.
GOHITAH LTD T/A CGARTBIN MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE LICENSED CONTENT, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CGARTBIN AND ITS AFFILIATES OR CONTENT PROVIDERS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS OR AGENTS SHALL NOT BE LIABLE TO LICENSEE OR ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES OR PROCEEDING ARISING UNDER THIS AGREEMENT OR ARISING OUT OF LICENSEE'S USE OF THE LICENSED CONTENT OR OTHERWISE, EVEN IF CGARTBIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.
Gohitah Ltd T/a Cgartbin operates the Site as a venue for the licensing of digital market place, 3d models, images, texture, and other content. Cgartbin acts solely as a service provider providing storage of materials on its systems or networks at the direction of Cgartbin's users.

Cgartbin has made reasonable efforts to ensure the correct labeling, categorization and keywording of the Licensed Content by its users; however, Cgartbin does not warrant the accuracy of such information.

Cgartbin's entire liability and Licensee's exclusive remedy with respect to Licensee's inability to use the Licensed Content as the result of material defects in the Licensed Content shall be limited so that (i) Licensee, upon request to Cgartbin, shall be permitted to download the Licensed Content again to obtain a replacement copy of the Licensed Content; or (ii) if Licensee continues to be unable to download the Licensed Content, Cgartbin will refund the fee actually paid by Licensee for such Licensed Content, provided Cgartbin determines, in its sole discretion, that Licensee is unable to download such Licensed Content successfully.

Gohitah Ltd T/a Cgartbin's liability shall not exceed the return of the amount of the purchase price paid by licensee. No action, regardless of form, arising out of the transactions under this Agreement may be brought by Licensee more than one year after the cause of the action has accrued.You will, prior to Purchase, determine the need for and, if appropriate, obtain any needed third-party clearance, consent, or release to use Other-Party Intellectual Property shown in the digital rendering of Stock digital Media Products , and shall not use Stock digital Media Products to infringe any party’s Intellectual Property rights. You will immediately notify cgartbin of any Intellectual Property claim against your use of Stock digital Media Products or any other rights issue, before disclosing such issue to any third-party.

5. Indemnification

Licensee assumes full responsibility for the use of the content. Licensee shall defend, indemnify and hold Gohitah Ltd T/a Cgartbin and its parent, subsidiaries and commonly owned or controlled affiliates and their respective officers, directors and employees harmless from all damages, liabilities and expenses, including but not limited to reasonable attorneys' fees and costs, arising out of or as a result of claims by third parties relating to Licensee's use of any Licensed Content outside the scope of this Agreement, Licensee's failure to obtain from third parties all permissions necessary to use the Licensed Content, or for any other breach by Licensee of this Agreement.

6. Term and Termination

The license contained in this Agreement will terminate automatically without notice from Cgartbin if Licensee fails to comply with any provision of this Agreement. Upon termination, Licensee must immediately:
(i) stop using the Licensed Content; (ii) destroy or, upon the request of Cgartbin, return to Cgartbin the Licensed Content; and (iii) delete or remove the Licensed Content from Licensee's premises, computer systems and storage (electronic or physical).

In the event Cgartbin notifies Licensee that the Licensed Content is subject to a threatened or actual claim, or that Licensee's use may expose Cgartbin or Cgartbin users to any liability, Licensee will, on Cgartbin's request, promptly remove all affected Licensed Content from all physical and electronic storage media and take all reasonable steps to cease use of the affected Licensed Content and, where applicable, ensure its licensees do the same.
Licensee may terminate this Agreement by giving notice to Cgartbin and destroying the Licensed Content and any derivative works, along with any copies or archives of it or accompanying materials (if applicable), and ceasing to use the Licensed Content for any purpose.

7. Payment

All sales of Licensed Content are final and cannot be returned. Except for material defects, provided for in the Warranties and Limitation of Liability described above, there are no refunds on sales of Licensed Content. Prices, offers and products are subject to availability and may change.

Licensee is responsible for paying any and all applicable sales taxes, use taxes, value added taxes, customs and duties imposed by any jurisdiction as a result of the license granted or of the use of the Licensed Content, pursuant to this Agreement, in addition to the price paid to Cgartbin.

If the Licensed Content is music or a sound effect, then nothing herein shall be deemed a waiver of any performing rights fees. Licensee shall submit, and will instruct any third party acquiring rights to the Works for Distribution, to submit cue sheets to the relevant performing rights society and to Cgartbin.

8. Miscellaneous Provisions

Credit. In works incorporating the Licensed Content where crediting is customary, or where other such credits are provided, Cgartbin requests a credit line that reads "Stock digital media products  provided by [Artist Name] / Cgartbin.com"

The parties to this Agreement are independent contractors, and nothing in this Agreement shall create a joint venture, partnership, employment relationship, franchise relationship or taxable entity between the parties.

Upon reasonable notice, Cgartbin reserves the right to inspect any records relating to the use of any of the Licensed Content to ensure that the Licensed Content is being used in accordance with this Agreement. Upon Cgartbin's request therefore, Licensee shall provide a copy of all uses of the Licensed Content.

This Agreement embodies the parties' entire agreement and supersedes and cancels any prior agreement, express or implied, written or oral, with respect to its subject matter. No modification, deletion, amendment of any provision is binding unless in writing signed by each party's authorized representative.

No waiver of any default under this Agreement will apply to any subsequent default, whether of a similar nature or not, nor will any such waiver be construed as a waiver of any other provision of this Agreement.

If any provision, or portion thereof, of this Agreement, or its application to any person or circumstance, shall be invalid, illegal or unenforceable to any extent, the remainder of this Agreement, such provision and their application shall not be affected thereby, but shall be interpreted without such unenforceable provision or portion thereof so as to give effect, insofar as is possible, to the original intent of the parties, and shall otherwise be enforceable to the fullest extent permitted by law.

Whenever the singular number is used in this Agreement and when required by the context, the same shall include the plural and vice versa, and the neuter gender shall include the feminine and masculine genders and vice versa. The headings in this Agreement are for convenience only and are in no way intended to describe, interpret, define or limit the scope, extent or intent of this Agreement or any of its provisions.

This Agreement shall be construed in accordance with the laws of New Zealand without regard to its choice of law provisions. The parties hereby consent to the jurisdiction of the courts of the New Zealand of Auckland f New York, County of New York and the Federal Courts located therein.

All of the covenants, terms, provisions and agreements contained in this Agreement shall be binding upon, and inure to the benefit of, the parties hereto and, to the extent permitted by this Agreement, their respective heirs, legal representatives, successors and assigns. This Agreement may be assigned by either party to another party upon prior written notice so long as such party agrees to be bound by its terms.

Except as otherwise set forth herein, any notice required or permitted to be given under this Agreement shall be in writing, delivered by hand, nationally recognized overnight courier service, email or registered or certified mail, addressed to Cgartbin at: Cgartbin (Address :  email: legalCgartbin.com) or to you at the email address or contact information provided by you in your Cgartbin member account.
Others
8.1 COSTS, Expenses and Attorneys' Fees. User shall reimburse Gohitah Ltd T/a CGartbin for all reasonable costs (including attorneys' fees) incurred by CGartbin in collecting late payments from User. If CGartbin commences any action or proceeding against the User to enforce or interpret this Agreement, Gohitah Ltd T/a CGartbin shall be entitled to recover from the User the actual costs, expenses and attorneys' fees (including all related costs and expenses), incurred by CGartbin in connection with such action or proceeding and in connection with obtaining and enforcing any judgment or order thereby obtained.

8.2 ASSIGNMENT. This Agreement and the rights and obligations hereunder, may not be assigned, in whole or in part by User, without the prior written consent of CGartbin and any unauthorized assignment or transfer shall be void. CGartbin shall have the right to assign this Agreement to a successor to the whole or the Service-related portion of CGartbin’ business. In the case of any permitted assignment or transfer of or under this Agreement, this Agreement or the relevant provisions shall be binding upon, and inure to the benefit of, the successors, executors, heirs, representatives, administrators and assigns of the parties hereto.

8.2 NOTICES. Any notice or communication from one party to the other shall be in writing and either personally delivered or sent via facsimile or certified mail, postage prepaid and return receipt requested, addressed to such other party at the address specified below or at such other address as such party may from time to time designate in a notice to the other party. All notices shall be in English and shall be effective upon receipt.
This agreement will be governed by New Zealand law, excluding conflict of law principles. Any action or proceeding arising out of or related to this agreement must be brought in a New Zealand or Local District court located in New Zealand, and both parties irrevocably submit to the exclusive jurisdiction of such courts. All notices, requests and other communications under this agreement must be in writing (e-mail messages shall be deemed writings). Gohitah Ltd T/a cgartbin reserves the right to change the terms of this agreement with or without notice at any time.

8.3 IN ENGLISH. The parties confirm that this Agreement and all related documentation are and will be drafted in English. The provision of this Agreement or any notice to User in any language other than English is for convenience only. In the event of any discrepancy between this English version and any other version, the English version shall control.

8.4 CAPTIONS AND HEADINGS. Captions and headings contained in this Agreement have been included for ease of reference and convenience and shall not be considered in interpreting or construing this Agreement.

9. Acknowledgement

By clicking "I Agree" or otherwise signifying acceptance, Licensee accepts this Agreement either for itself or on behalf of its employer, principal or the entity that is identified as the Gohitah Ltd T/a cgartbin member account holder, and agrees to be bound by its provisions. If Licensee is accepting on behalf of its employer, principal or the entity that is the Cgartbin member account holder, Licensee represents and warrants it has full legal authority to bind its employer, principal or such other entity.
Licensee represents that, if an individual, he or she is at least 18 years of age and has the full right and authority to enter into this Agreement. Licensee represents that information provided to Cgartbin is accurate and true, including, without limitation, all credit card or other payment information, and Licensee agrees to update such information as necessary.

Licensee acknowledges it has read this Agreement, understands it, and has had an opportunity to seek independent legal advice prior to agreeing to it. In consideration of Cgartbin agreeing to provide the content, Licensee agrees to be bound by the terms and conditions of this Agreement. Additionally, Licensee acknowledges and agrees that it has reviewed the Gohitah LTD T/a Cgartbin Terms of Use and Privacy Policy and any other agreements which may be incorporated by reference therein, or to the extent of their incorporation in this Agreement, Licensee agrees to be bound by them.