Content License Agreement - Cybernet Data Systems Inc.
CONFIDENTIAL
CYBERNET DATA SYSTEMS INC.
CONTENT LICENSE AGREEMENT
Licensor: Cybernet Data Systems, Inc. doing business as EDGAR-ONLINE.COM
Licensee: CLIENTCOMPANY doing business as ______________________________
THIS CONTENT LICENSE AGREEMENT (the "Agreement") is made as of this _____ day of
________, 1998 (the "Effective Date") between Cybernet Data Systems, Inc., a
Delaware corporation, with offices at 50 Washington Street, South Norwalk CT
06854 ("CDS") and CLIENTCOMPANY, a ________________ corporation, with offices at
_____________________________________________.
In consideration of the mutual promises contained herein, the parties agree as
follows:
GRANT OF LICENSES
Subject to the terms and conditions of this Agreement, CDS hereby grants to
CLIENTCOMPANY, under CDS's Intellectual Property Rights:
(a) A non-exclusive, worldwide license to use, modify, reproduce, distribute,
display and transmit CDS Content in electronic form via the Internet, and
to permit users to download and print CDS Content from CLIENTCOMPANY's Web
site for personal, non-commercial use. Specifically excluded from this
License is the right for any user receiving CDS Content from CLIENTCOMPANY
to redistribute, reproduce, retransmit, disseminate, sell, publish,
broadcast or circulate the information contained in such CDS Content to
anyone without the express written consent of CDS. CLIENTCOMPANY agrees to
use its best efforts to restrict the uses of CDS Content by visitors to
its Web Pages to personal use of such Content and not for further
commercial redistribution.
(b) A non-exclusive, worldwide license to use, reproduce and display CDS's
Brand Features: (i) in connection with the presentation of the CDS Content
on CLIENTCOMPANY's Content Pages; and (ii) in connection with the
marketing and promotion of CLIENTCOMPANY's Web site. All reference to
CDS's Brand features must conform to the guidelines contained in Exhibit
A. The approved language on all hyperlinks covered by this License is
"EDGAR ONLINE SEC FILINGS". Any other language used in a link to any EDGAR
ONLINE Content Pages or any co-branded Page will require specific written
approval from CDS.
NOTICES. CDS will not alter or impair any acknowledgment of copyright or other
Intellectual Property Rights of CLIENTCOMPANY that may appear in the CDS Content
and the CDS Brand
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
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CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
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Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
Features, including all copyright, trademark and similar notices that
CLIENTCOMPANY may reasonably request.
All notices, requests, demands, reports or other communications under this
Agreement shall be in writing and may be sent by mail, facsimile, or authorized
electronic address to the offices specified below. Notices hereunder shall be
directed to: For CDS: Attention Vice President, Business Development, Cybernet
Data Systems, Inc., 50 Washington Street, 9th Floor, Norwalk, CT 06854, Phone
203-852-5666, Fax 203-852-5667, Email marketing@edgar-online.com. For
CLIENTCOMPANY, notices shall be sent to the attention of the first person listed
on Exhibit B.
DEFINITIONS. Terms are defined in Exhibit C.
DELIVERY OF CDS CONTENT AND SHARED REVENUE
CDS'S RESPONSIBILITIES. CDS will be responsible for the design, layout, posting,
and maintenance of the co-branded Content Pages residing on CDS's server.
CDS ASSISTANCE. CDS will provide on-going assistance to CLIENTCOMPANY with
regard to technical, administrative and service-oriented issues relating to the
utilization, transmission and maintenance of the CDS Content, as CLIENTCOMPANY
may reasonably request. CDS will use its reasonable best efforts to ensure that
the CDS Content is accurate, comprehensive and updated regularly.
During the term of this Agreement, CDS shall deliver updates of the CDS Content
to CLIENTCOMPANY. CDS also shall provide CLIENTCOMPANY with reasonable prior
notice of any significant Enhancements that generally affect the appearance,
updating, delivery or other elements of the CDS Content, and shall make such
Enhancements available to CLIENTCOMPANY upon commercially reasonable terms.
ADVERTISING RIGHTS. CDS shall have the sole right to sell or license all
Advertising Rights with respect to those Content Pages on its own site which are
"co-branded" with CLIENTCOMPANY. CDS shall use reasonable commercial efforts to
sell or license such Advertising Rights; provided, however, that CDS makes no
representation or warranty with respect to the amount of Advertising Revenue to
be received from such Advertising Rights.
PAYMENT TO CLIENTCOMPANY FOR ADVERTISING REVENUES. CDS will pay CLIENTCOMPANY a
fee of 20% of Net Advertising Revenues received by CDS for all advertising
rights sold on Content Pages co-branded with CLIENTCOMPANY that are hosted on
the EDGAR ONLINE server only when the total page views for all CLIENTCOMPANY
co-branded pages exceeds 300,000 in any month. In the event the total of
co-branded pages does not
<PAGE> 3
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
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Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
exceed 300,000 page views CDS will receive 100% of Revenues generated by the
sale of advertising rights on all of the Content Pages co-branded with
CLIENTCOMPANY and CLIENTCOMPANY will not be entitled to any payment for that
month.
CDS shall determine the number of Page Views using such software or other system
or method that it in good faith determines will result in a substantially
correct calculation, and such number will be final and binding on the parties.
Within 30 days of the end of each quarter during the term of this agreement, CDS
shall remit to CLIENTCOMPANY its share of such revenues.
SUBSCRIPTION REVENUE. CDS shall track and measure the number of times an
individual accessing the CLIENTCOMPANY Web Site uses such access to link to and
access the CDS Web Site and become a paid subscriber to CDS services ("Paid
Linked Subscriber") for a minimum period of ninety (90) days. For each Paid
Linked Subscriber, CDS agrees to pay CLIENTCOMPANY 20% of the subscription fees
actually collected from such Paid Linked Subscriber for the first year
commencing on the date such Paid Linked Subscriber first became a Paid Linked
Subscriber only when the total new gross subscription fees generated by
CLIENTCOMPANY exceed $250.00 in any month. In the event the total new gross
subscription fees do not exceed $250.00, CDS will receive 100% of Revenues
generated by the sale of these subscription fees and the CLIENTCOMPANY will not
be entitled to any payment for those Paid Link Subscribers initiating service
that month.
CDS shall determine the number of Paid Link Subscribers using such software or
other system or method that it in good faith determines will result in a
substantially correct calculation, and such number will be final and binding on
the parties.
Within 30 days of the end of each quarter during the term of this agreement, CDS
will provide CLIENTCOMPANY a statement showing Net Paid Linked Subscriber
revenues for that quarter and shall remit to CLIENTCOMPANY its share of such
revenues.
CONTENT PROVIDED TO CLIENTCOMPANY
CDS agrees to grant CLIENTCOMPANY a NON-EXCLUSIVE and NON-TRANSFERABLE license
to link to a page (or pages) located on CDS' server which:
(a) CO-BRANDED EDGAR ONLINE SEC FILINGS PAGE. Provides a listing of all
electronic SEC filings for a specific company whose ticker symbol or
company name is passed to EDGAR ONLINE by CLIENTCOMPANY. Free users of
this page will be allowed access to electronic SEC filings in HTML, the
Management's Discussion section of 10-Ks and 10-Qs (the EDGAR
<PAGE> 4
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 4 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
ONLINE GLIMPSE), Financial Data Schedules (the EDGAR ONLINE FDS) and other
searches, as long as the data is not premium data. Users seeking to access
premium data, including a "today's filing", 144 filing or other premium
data will be encouraged to join CDS's paid subscriber service.
AND
(b) CO-BRANDED EDGAR ONLINE PEOPLE PAGES. Provides a look-up function of all
individuals discussed in SEC filings. Free users of this page will be
allowed to look-up individuals identified in corporate proxy statements
(DEF 14A). Users seeking to access premium data, including the look-up
function covering other SEC filing types including IPO Filings, Insider
Filings, Quarterly Reports, and Annual Reports, will be encouraged to join
CDS's paid subscriber service.
INDEMNIFICATION
CDS, at its own expense, will indemnify, defend and hold harmless CLIENTCOMPANY,
its Affiliates and their employees, representatives, agents and affiliates,
against any claim, suit, action, or other proceeding brought against
CLIENTCOMPANY or an Affiliate based on or arising from a claim that CDS Content
as delivered to CLIENTCOMPANY or any CDS Brand Feature infringes in any manner
any Intellectual Property Right of any third party or contains any material or
information that is obscene, defamatory, libelous, slanderous, that violates any
person's right of publicity, privacy or personality, or has otherwise resulted
in any injury, damage or harm to any person; provided, however, that in any such
case: (x) CLIENTCOMPANY provides CDS with prompt notice of any such claim; (y)
CDS permits CLIENTCOMPANY to assume and control the defense of such action,
with counsel chosen by CDS (who shall be reasonably acceptable to
CLIENTCOMPANY); and (z) CLIENTCOMPANY does not enter into any settlement or
compromise of any such claim without CDS's prior written consent. CDS will pay
any and all costs, damages, and expenses, including, but not limited to,
reasonable attorneys' fees and costs awarded against or otherwise incurred by
CLIENTCOMPANY or an Affiliate in connection with or arising from any such claim,
suit, action or proceeding.
TERM AND TERMINATION
INITIAL TERM AND RENEWALS. This Agreement will become effective as of the last
date of signature (Effective Date) and shall, unless sooner terminated as
provided below or as otherwise agreed, remain effective for an initial term of
twelve (12) months following the first date of public availability of the CDS
Content on a Content Page within a CLIENTCOMPANY Property (the "Initial Term").
After the Initial Term, this Agreement will be automatically renewed for
successive
<PAGE> 5
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 5 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
additional one-year periods ("Extension Terms"), unless otherwise terminated by
either party by giving notice to the other party not less than sixty (60) days
prior to the end of a Term. As used herein, the "Term" means the Initial Term
and any Extension Term(s).
TERMINATION FOR CAUSE. Notwithstanding the foregoing, this Agreement may be
terminated by either party immediately upon notice if the other party: (w)
becomes insolvent; (x) files a petition in bankruptcy; (y) makes an assignment
for the benefit of its creditors; or (z) breach any of its obligations under
this Agreement in any material respect, which breach is not remedied within
thirty (30) days following written notice to such party.
EFFECT OF TERMINATION. Any termination shall be without any liability or
obligation of the terminating party, other than with respect to any breach of
this Agreement prior to termination. The provisions relating to property rights
and confidentiality shall survive any termination or expiration of this
Agreement. All revenue sharing ceases with the termination of this Agreement.
CONFIDENTIALITY
CDS and CLIENTCOMPANY hereby acknowledge that each of them may have access to
confidential and proprietary information, which relates to the other party's
business (the "Confidential Information"). Such information shall be identified
as confidential at the time of disclosure. Each party agrees to preserve and
protect the confidentiality of the Confidential Information and not to disclose
or use any applicable Confidential Information without the prior written consent
of the other party; provided, however, that any party hereto may disclose to any
other party or use any information which is: (i) already publicly known; (ii)
discovered or created independently of any involvement with such party; (iii)
otherwise learned through legitimate means other than from such party; or (iv)
independently created by the receiving party without reference to the other
party's confidential information. Moreover, any party hereto may disclose any
Confidential Information hereunder to such party's agents, attorneys and other
representatives or any court or competent jurisdiction or any other party
empowered hereunder as reasonably required to resolve any dispute between the
parties hereto. Both parties agree all aspects of this contract are confidential
and shall not be disclosed to any third party.
OWNERSHIP
BY CDS. CLIENTCOMPANY acknowledges and agrees that: (i) as between CDS on the
one hand, and CLIENTCOMPANY and its Affiliates on the other, CDS owns all right,
title and interest in the CDS Content and the CDS Brand Features; (ii) nothing
in this Agreement shall confer in CLIENTCOMPANY or an Affiliate of ownership in
the CDS Content or the CDS Brand Features; and (iii) neither CLIENTCOMPANY or
its Affiliates shall now or in the future contest the validity
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CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
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Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
of the CDS Brand Features. No licenses are granted by either party except for
those expressly set forth in this Agreement.
BY CLIENTCOMPANY. CDS acknowledges and agrees that: (i) as between CDS on the
one hand, and CLIENTCOMPANY and its Affiliates on the other, CLIENTCOMPANY owns
all right, title and interest in any CLIENTCOMPANY Property and the
CLIENTCOMPANY Brand Features; (ii) nothing in this Agreement shall confer in CDS
any license or right of ownership in the CLIENTCOMPANY Brand Features; and (iii)
CDS shall not now or in the future contest the validity of the CLIENTCOMPANY
Brand Features.
PUBLIC ANNOUNCEMENTS
The parties will cooperate to create any and all appropriate public
announcements relating to the relationship set forth in this Agreement. Neither
party shall make any public announcement regarding the existence or content of
this Agreement without the other party's prior written approval and consent.
CLIENTCOMPANY will, when appropriate, mention availability of CDS content in
relevant advertising including but not limited to print, television, radio and
online; promotion and public relations. CLIENTCOMPANY will mention CDS content
when other third party providers of data to CLIENTCOMPANY are mentioned in
relevant advertising, promotion and public relations.
FUTURE COOPERATION. CLIENTCOMPANY and CDS will keep each other apprised of
product and other developments that may enhance the relationship between
CLIENTCOMPANY and CDS; including but not limited to new product development by
CLIENTCOMPANY that may be valuable to CDS. CDS and CLIENTCOMPANY agree that
future cooperation may be valuable to both parties, and that the parties will
discuss such future cooperation each quarter or as warranted. CLIENTCOMPANY will
provide contact information for key staff as outlined in Exhibit B.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized representatives as of the Effective Date first written
above.
CYBERNET DATA SYSTEMS, INC. CLIENTCOMPANY
(Licensor) (Licensee)
A Delaware Corporation A ____________ corporation
Signed_____________________________ _______________________________
Name: Jay Sears ___________________ _______________________________
<PAGE> 7
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 7 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
Title: Vice President, Marketing & _________________________________
Business Development
Date:_____________________________ _________________________________
Phone: 203-852-5666_______________ _________________________________
Fax: 203-852-5667_________________ _________________________________
Email: sears@edgar-online.com_____ _________________________________
<PAGE> 8
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
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Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
EXHIBIT A
TO
CYBERNET DATA SYSTEMS, INC. CONTENT LICENSE AGREEMENT
CYBERNET DATA SYSTEMS, INC. MARK USAGE GUIDELINES
GUIDELINES FOR USE OF EDGAR(R) ONLINE(SM) LOGO AND WORD MARKS
SUMMARY
Cybernet Data Systems, Inc.'s (CDS) EDGAR ONLINE marks are of great importance
in helping the company compete in the highly competitive Internet industry.
CDS's legal rights in the marks can be defended only if they are consistently
used correctly in all forms of media. Therefore, it is critical that all
licensees familiarize themselves with and abide the following rules of trademark
use.
EDGAR ONLINE MARK USAGE GUIDELINES
1. The correct URL is http://www.edgar-online.com
2. Marks can be used as adjectives or nouns.
Correct: EDGAR ONLINE SEC Data, EDGAR ONLINE SEC Filings
Correct: EDGAR ONLINE
3. Always distinguish a mark (service mark, registered mark, trademark)
from surrounding text. Methods of distinguishing a mark include
printing it in CAPITALS, italicized text, using BOLD-FACED TEXT,
using superscript, Initial Capitalization or by putting the mark in
"quotation marks".
4. Never use the EDGAR ONLINE mark as a verb.
5. Never use the EDGAR ONLINE mark in plural form.
6. Do not place a hyphen in the EDGAR ONLINE mark, unless referring to
the URL
Correct: EDGAR ONLINE
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CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 9 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
Correct: http://www.edgar-online.com
Incorrect: EDGAR ONLINE
Incorrect: EDGAR
Incorrect: http://www.edgaronline.com
7. Whenever possible, always place EDGAR ONLINE in BOLD italics
Correct: EDGAR ONLINE
Incorrect: EDGAR ONLINE
8. Never refer to EDGAR ONLINE as EDGAR
9. Do not combine the EDGAR ONLINE mark with other trademarks or other
words to form new marks.
10. The graphic design of the EDGAR ONLINE logo must be adhered to
strictly. Approved artwork must be used and the design cannot be
altered in any way. The EDGAR ONLINE logo must stand alone. It
cannot be combined with other marks and cannot be used in text.
11. The registered mark symbol, "(R)", must appear on the upper right
shoulder of the word "EDGAR" and the service mark logo "SM", must
always appear on the upper right shoulder of the word "Online" on
both the first use of the EDGAR ONLINE mark and on the most
prominent use of the mark.
12. There are several brands within EDGAR ONLINE and these include:
EDGAR ONLINE PEOPLE
EDGAR ONLINE GLIMPSE
EDGAR ONLINE FDS
EDGAR ONLINE WATCHLIST
13. This following wording must be centered at the bottom of the EDGAR
ONLINE SEARCH results page: "EDGAR is a federally
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CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 10 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
registered trademark of the U.S. Securities and Exchange Commission
(SEC). EDGAR ONLINE is a product of Cybernet Data Systems, Inc. and
is neither approved by, nor affiliated with the SEC.
CYBERNET DATA SYSTEMS makes no claims concerning the validity of the
information provided by EDGAR ONLINE and will not be held liable for
any use of this information. The information ("Information")
provided herein may be displayed and printed for your personal,
non-commercial use only. You may not reproduce, retransmit,
distribute, disseminate, sell, publish, broadcast or circulate the
Information to anyone, without the express written consent of
Cybernet Data Systems, Inc.
(C) Copyright 1995-1998 Cybernet Data Systems, Inc. All rights
reserved."
This following phrase must be centered at the bottom of other EDGAR
ONLINE pages:
(C) Copyright 1995-1998 Cybernet Data Systems, Inc. All rights
reserved."
14. From time to time during the Term, CDS may modify the written
guidelines for the size, typeface, colors and other graphic
characteristics of the EDGAR ONLINE logo and word marks, which upon
delivery to Partner shall be deemed to be incorporated into the
"Guidelines for use of EDGAR ONLINE Logo and Word Marks" document
under this Agreement.
EDGAR ONLINE LOGO USAGE GUIDELINES
Complete artwork files are available in electronic media. This
artwork may not be edited or modified in any way by Partner.
COLOR PALETTES
The EDGAR ONLINE logos must be rendered in three colors for graphics
arts reproduction. The color palette is:
<PAGE> 11
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 11 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
- EDGAR ONLINE Blue
- EDGAR ONLINE Red
- EDGAR ONLINE Yellow
Artwork should be requested from CDS.
<PAGE> 12
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 12 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
EXHIBIT B
TO
CYBERNET DATA SYSTEMS, INC. CONTENT LICENSE AGREEMENT
CLIENTCOMPANY STAFF
Also, please provide the following data for CLIENTCOMPANY:
NAME OF RECIPIENT FOR ALL OFFICIAL AND LEGAL NOTICES:__________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
NAME OF MAIN PROJECT MANAGER CONTACT:__________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
NAME OF MAIN TECHNICAL CONTACT:________________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
<PAGE> 13
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 13 of 16
Initialed CLIENTCOMPANY:
Initialed CDS:
NAME OF VP, BUSINESS DEVELOPMENT:______________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
NAME OF VP, MARKETING:_________________________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
NAME OF PUBLIC RELATIONS DIRECTOR:_____________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
NAME OF INVESTOR RELATIONS DIRECTOR (IF APPLICABLE):___________________________
Company Ticker Symbol:_________________________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
<PAGE> 14
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 14 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
NAME OF ACCOUNTS PAYABLE CONTACT (IF APPLICABLE):______________________________
Company Ticker Symbol:_________________________________________________________
Title:_____________________________ Email:__________________________________
Phone:_____________________________ Fax:____________________________________
Address (if different from above):_____________________________________________
<PAGE> 15
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 15 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
EXHIBIT C
TO
CYBERNET DATA SYSTEMS, INC. CONTENT LICENSE AGREEMENT
DEFINITIONS
"Advertising Rights" shall mean the advertising and promotional rights sold or
licensed with respect to Content Pages.
"Affiliates" shall mean any company or any other entity world-wide, including,
without limitation, corporations, partnerships, joint ventures, and Limited
Liability Companies, in which CDS owns at least a twenty percent ownership,
equity, or financial interest.
"CDS Brand Features" shall mean all trademarks, service marks, logos and other
distinctive brand features of CDS that are used in or relate to a CDS Property
or Content, including, without limitation, the trademarks, service marks and
logos described
"CDS Content" shall mean, collectively, all materials, data, and similar
information collected and owned by CDS, which is a collection of HTML files and
certain related scripts, including, without limitation, all Enhancements.
"CDS Properties" shall mean any CDS branded or co-branded media properties,
including, without limitation, Internet guides, developed in whole or in part by
CDS or its Affiliates and distributed or made available by CDS or its Affiliates
over the Internet or otherwise.
"Content Pages" shall mean those pages in the CDS Property that contain CDS
Content and that are co-branded with both CLIENTCOMPANY Brand Features and CDS
Brand Features.
"Enhancements" shall mean any updates, improvements or modifications made to, or
derivative works created from, the CDS Content by CDS.
"Intellectual Property Rights" shall mean all rights in and to trade secrets,
patents, copyrights, trademarks, know-how, as well as moral rights and similar
rights of any type under the laws of any governmental authority, domestic or
foreign.
"Internet" shall mean the collection of computer networks commonly known as the
Internet, and shall include, without limitation, the World Wide Web.
<PAGE> 16
CDS Agreement with CLIENTCOMPANY
CONFIDENTIAL
Page 16 of 16
Initialed CLIENTCOMPANY:_________
Initialed CDS:_________
"Paid Linked Subscriber" shall mean a CDS subscriber with a Premium Service
Subscription.
"Premium Service Subscription" shall mean any Level One, Level Two, Level Three
or Student/Journalist subscription providing access to CDS, premium, paid
content.