USER AGREEMENT - ZZINSIDER.COM

This User Agreement constitutes a legal agreement between you and ZZINSIDER ("ZZINSIDER") and sets out the terms and conditions to which users of www.zzinsider.com (the "Site") must adhere. Please read this User Agreement carefully before using the Site, because by submitting any information on the Site and/or using the Site in any manner, you acknowledge that you have read and understand and agree to be bound by the terms set forth herein, as well as our Privacy Policy and any supplemental terms appearing on the Site, all of which are hereby incorporated by reference into this User Agreement (collectively referred to as the "Agreement"). If you do not agree with or do not wish to be bound by all of the terms and conditions of this Agreement, do not submit any information on the Site nor use the Site or any portion of the Site. We reserve the right to amend this Agreement at any time and will post the amended Agreement here.

This Agreement does not apply to other online or offline ZZINSIDER websites, products or services and does not grant you the right to access any premium or paid portion of any website for which you have not paid a subscription fee.

1. ZZINSIDER CONTENT AND COMMUNITY MEMBER SUBMISSIONS

1.1 The content of the Site is intended solely for the personal, noncommercial use of its users. Except for Submissions as defined in Section 1.4 below, all materials published on the Site (including, but not limited to blog entries, comments, text, , product descriptions, audio, video, software, trademarks, logos and other materials found on the Site (collectively, the "Content")) are protected by copyright, trademark and all other applicable intellectual property laws, and are owned or controlled by ZZINSIDER or the party credited as the provider of such Content, software or other materials. You shall abide by copyright or other notices, information and restrictions appearing in conjunction with any Content accessed on the Site.

1.2 The Site is protected by copyright as a collective work and/or compilation, pursuant to Cypriot copyright laws, international conventions and other applicable intellectual property laws, rules and regulations. Except as may otherwise be set forth in this Section 1, you may not reproduce, modify, adapt, translate, exhibit, publish, transmit, participate in the transfer, rental or sale of, create derivative works from, distribute, perform, display, reverse engineer, decompile or dissemble, or in any way exploit, any of the Content, software, materials, in whole or in part. You may not use any meta tags or any other "hidden text" utilizing ZZINSIDER’s name or trademarks without the express prior written consent of ZZINSIDER.

1.3 Copying or storing of any Content for any purpose other than your personal, noncommercial use is expressly prohibited without the prior written permission from ZZINSIDER, or the copyright holder identified in the individual Content’s proprietary rights notices.

1.4 You agree that any information, feedback, questions, comments and/or submissions to the Site (collectively, "Submissions") will be deemed to have been provided to us on a non-confidential and non-proprietary basis, and you grant ZZINSIDER a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant ZZINSIDER and any sublicensees the right to use the name that you submit in connection with such content. We will have no obligations or liability of any kind to you or any third party with respect to any Submission and shall be free to reproduce, use, disclose, distribute and/or otherwise exploit any Submission for any purpose whatsoever, without limitation. You also agree that we shall be free to use any ideas, concepts or techniques embodied in any Submission for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products or services incorporating such ideas, concepts, or techniques without your approval or compensation to you. You waive any rights you may have in modifications or alterations to your Submissions or in the event that your Submission is changed in a manner not agreeable to you. In addition, you hereby waive all moral rights you may have in any materials uploaded to the Site or sent to us by you.

1.5 All messages transmitted on the Site will be readily accessible to the general public. You should not use the Site to transmit any communication, which you intend only the intended recipient(s) to read. Notice is hereby given that any and all messages uploaded to the Site can and may be read by the operators of the Site, regardless of whether or not the operators are the intended recipients of such messages.

1.6 To enable ZZINSIDER to use your Submissions, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise any copyright, publicity and database rights you have in that information, in any media now known or developed in the future, with respect to your information. However, ZZINSIDER will only use your personal information in accordance with our Privacy Policy.

1.7 If you believe the content of any Submission provided by you, or any Content appearing on the Site, has been used on the Site in a manner that constitutes copyright infringement, please provide our Copyright Agent with a written notice (email is sufficient) that includes the following information:

Our Copyright Agent for notice of claims of copyright infringement on this Site is:

By email: support@zzinsider.com

2. SUBMISSIONS

2.1 Your Submissions shall not include, nor may you upload to, or distribute or otherwise publish on the Site any content which is illegal, libelous, defamatory, obscene, pornographic, profane, sexually explicit, abusive, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable. Further, Submissions may not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of unsolicited bulk mailings. Please use your best judgment and be respectful of other individuals using the Site. You agree not to use vulgar, abusive or hateful language.

2.2 You represent and warrant that you own or otherwise control all rights to any content in your Submission; that the content is accurate; does not violate this Agreement and will not cause injury to any person or entity; and that you will indemnify ZZINSIDER for all claims resulting from your Submissions or any portion thereof.

2.3 You may only use the Site in a noncommercial manner. You shall not, without the express prior approval of ZZINSIDER, use the Site to distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or services, or to promote websites or online services that are competitive with ZZINSIDER or the Site. You agree that you will not submit any ideas for stories, features, designs, scripts, merchandise or publication of any type through the Site.

3. ACCESS AND AVAILABILITY OF SERVICES AND LINKS

3.1 The Site may contain links to other websites, resources and sponsors of ZZINSIDER. Selection of any banner advertisement or link may redirect you to a third party website. Interactions and/or transactions that occur between you and any such third party are strictly between you and that third party and are not the responsibility of ZZINSIDER. We are not responsible for examining or evaluating, and do not warrant the offerings of, any of these businesses or individuals or the content of their websites. ZZINSIDER does not assume any liability or responsibility for the actions, product, availability or content of these outside resources. You should direct any concerns regarding any external link to the site administrator or webmaster of the third party website.

4. REGISTRATION AND SECURITY

4.1 In order to access certain areas of the Site to post comments, you will be required to submit your email address to become a site member hereinafter referred to as ("Community Members").

4.3 As part of the registration process to become a Community Member, you may be asked to select a password and user name (collectively, a "Site ID"). You agree to provide ZZINSIDER with accurate, complete and updated registration information. Failure to do so will constitute a breach of this Agreement, which may result in immediate termination of your account. You may not (a) select or use a screen name of another person with the intent to impersonate that person; (b) use a name subject to the rights of any person other than yourself without authorization; or (c) use a screen name that ZZINSIDER, in its sole discretion, deems offensive.

4.4 You are solely responsible for maintaining the confidentiality of your Site ID and shall notify ZZINSIDER of any known or suspected unauthorized use(s) of your account, Site ID or any known or suspected breach of security, including loss, theft or unauthorized disclosure of your password or credit card information.

4.5 You are responsible for all usage or activity on your account to the Site. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination of your account at ZZINSIDER’s sole discretion, and you may be referred to appropriate law enforcement agencies.

4.6 IF THIS AGREEMENT OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU OR CAUSE YOU TO NO LONGER BE IN COMPLIANCE, YOU MAY CANCEL YOUR REGISTRATION BY SIMPLY DISCONTINUING THE USE OF YOUR ACCOUNT AND SITE ID. YOUR CONTINUED USE OF THE SITE, OR FOLLOWING THE POSTING OF NOTICE OF ANY CHANGES IN THIS AGREEMENT, WILL CONSTITUTE YOUR BINDING ACCEPTANCE OF SUCH RULES, CHANGES OR MODIFICATIONS.

6. REPRESENTATIONS AND WARRANTIES

6.1 You represent, warrant and covenant (a) that no materials of any kind submitted by you or through your account, or ZZINSIDER’s use thereof in accordance with the terms and conditions of this Agreement, will (i) violate, plagiarize or infringe upon the rights of any third party, including, without limitation, copyright, trademark, privacy or publicity, moral rights, contract or other personal or proprietary rights; (ii) contain unlawful material, or otherwise violate any applicable laws, rules or regulations; (iii) constitute false or misleading indications of origin or statements of fact; (iv) slander, libel or defame any person or entity; or (v) cause injury of any kind to any person or entity; and (b) that you are at least 13 years of age.

6.2 ZZINSIDER neither represents nor endorses the accuracy or reliability of any advice, opinion, statement or other information displayed, or distributed through the Site by any user, information provider or any other person or entity.

THE SITE IS PROVIDED "AS IS." ZZINSIDER MAKES NO, AND HEREBY DISCLAIMS ALL, WARRANTIES (EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, NON-INFRINGEMENT OR ANY OTHER WARRANTY), CONDITIONS, GUARANTIES, OR REPRESENTATIONS, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM, INCLUDING BUT NOT LIMITED TO THE ACCURACY, TIMELINESS OR USEFULNESS OF ANY MATERIALS PROVIDED THROUGH THE SITE. ZZINSIDER DOES NOT GUARANTEE THAT YOUR ACCESS TO OR USE OF THE SITE OR THE CONTENT AVAILABLE THEREON WILL BE CONTINUOUS, UNINTERRUPTED, ERROR-FREE OR SECURE. ZZINSIDER MAY CHANGE ANY INFORMATION OR CONTENT FOUND ON TH SITE AT ANY TIME WITHOUT NOTICE, BUT MAKES NO COMMITMENT TO UPDATE ANY INFORMATION OR CONTENT FOUND ON THE SITE.

6.4 You hereby acknowledge that the use of the Site and the content available thereon is at your sole risk.

7. INDEMNIFICATION

7.1 You hereby agree to indemnify, defend and hold ZZINSIDER and its officers, directors, owners, agents, information providers, affiliates, licensors and licensees (collectively, the "Indemnified Parties") harmless from and against any and all causes of action, claims, liabilities and costs incurred by the Indemnified Parties in connection with any claim arising from of any breach by you of this Agreement or the foregoing representations, warranties and covenants, including, without limitation, reasonable attorneys’ fees. You shall cooperate as fully as reasonably required in the defense of any claim. ZZINSIDER reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You shall not enter into any settlement agreement which affects the rights of ZZINSIDER without ZZINSIDER’s prior written approval.

8. LIMITATION OF LIABILITY

8.1 NEITHER ZZINSIDER NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE SHALL BE RESPONSIBLE TO YOU OR ANY THIRD PARTY FOR: (a) ANY DIRECT OR INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGE OR LOSS INCURRED IN CONNECTION WITH USE OF, OR INABILITY TO USE, THE SITE, OR THE CONTENT THEREON; (b) ANY OF THE MATERIALS PROVIDED BY ZZINSIDER OR THIRD PARTIES THROUGH THE SITE; OR (c) ANY DAMAGE OR LOSS INTERRUPTIONS, DELETIONS OF FILES, ERRORS, DEFECTS, DELAYS IN PERFORMANCE OF THE SITE, REGARDLESS OF THE CLAIM AS TO THE NATURE OF THE CAUSE OF ACTION, EVEN IF ZZINSIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. Some jurisdictions may not allow the exclusion or limitation of incidental or consequential damages, so the above exclusions shall only apply to the extent permissible under applicable law.

9. SYSTEM INTEGRITY

9.1 You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction conducted on the Site. You may not take any action, which imposes an unreasonable or disproportionately large load on our infrastructure. You may not disclose or share your password with any third party or use your password for any unauthorized purpose.

10. TERMINATION

10.1 If you wish to terminate your free registration, you may simply discontinue your use of your account and Site ID.

10.2 ZZINSIDER may, in its sole discretion, terminate or suspend your access or refuse service at any time, without notice, to all or part of any of the Site for any or no reason, including, without limitation, any breach of this Agreement by you or associated with your account, any assignment of your account to a third party, or the repeated infringement of copyrights owned by ZZINSIDER or third parties.

10.3 ZZINSIDER, including, without limitation, its authorized agents and employees may terminate your use of the Site without notice in the event that you breach any obligation in this Agreement, including but not limited to, (a) restricting, inhibiting or disrupting the operation of the Site; or (b) attempting to alter or improperly access any feature or function of the Site. Your access may also be subject to termination if you post or transmit any illegal content; harass or threaten any user of the Site or any ZZINSIDER employee; post content (including, but not limited to, the creation of a username) that is offensive or otherwise disruptive of Site activities; post unsolicited advertising; or improperly impersonate a ZZINSIDER employee or other individual.

11. MISCELLANEOUS

11.1 This Agreement has been made in and shall be construed and enforced in accordance with Cypriot law without regard to any conflict of law provisions. You agree that any action to enforce this Agreement shall be brought in the federal or state courts located in Cyprus, and you hereby consent to the personal jurisdiction and venue of the courts located in Limassol, Cyprus.

11.2 This Agreement, the Privacy Statement and any other terms referenced in this Agreement constitute the entire agreement between you and ZZINSIDER with respect to your access to and use of the Site and supersede all prior or contemporaneous agreements (whether oral, written or electronic) between you and ZZINSIDER with respect to the Site. If any of the provisions of this Agreement are determined to be invalid or unenforceable, then each invalid or unenforceable provision will be construed in a manner consistent with applicable laws to reflect, as nearly as possible, the original intentions of the parties and the remaining provisions shall remain in full force and effect.

11.4 ZZINSIDER may assign this Agreement: (a) to any of its affiliates, (b) to the surviving entity in the event of a merger, acquisition, or the sale of all or substantially all of the assets of ZZINSIDER or (c) in connection with the sale of any of the Site or the business unit associated with such Site.

11.5 You agree to file any claim regarding any aspect of this Site or this Agreement within six (6) months of the time in which the events giving rise to such claim began, or you agree to waive such claim.

11.6 If, for any reason, any provision of this Agreement is found unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected in that provision, and the remainder of the Agreement shall continue in full force and effect.

11.7 Any failure of ZZINSIDER to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision.

G. ACCEPTANCE

You hereby acknowledge that you have read and understand the foregoing Agreement and agree to be bound by its terms and conditions.

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