CONDITIONS OF SALE

1.             General

1.1.        These are the Conditions of Sale of CITIZEN (hereinafter “we”, “us”, “our”).

1.2.        The effective date of these Sales Conditions is 06/10/2025.

1.3.        These Conditions of Sale, including policies and information linked from or incorporated herein or otherwise found on citizenwatch.com, constitute the entire agreement between you and Citizen with respect to citizenwatch.com and supersede all prior or contemporaneous communications, agreements, and proposals with respect to citizenwatch.com. No provision of these Terms & Conditions shall be waived except pursuant to a writing executed by the party against whom the waiver is sought. No failure to exercise, partial exercise of, or delay in exercising any right or remedy under these Terms & Conditions shall operate as a waiver or estoppel of any right, remedy, or condition. Except as provided in the Arbitration Agreement section, if any provision of these Terms & Conditions is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired. You may not assign, transfer, or sublicense any of your rights or obligations under these Terms & Conditions without our express prior written consent. Citizen will not be responsible for failure to fulfill any obligation due to causes beyond our control.

1.4.        These Sales Conditions apply to the sale of products and services on this website. Please read them before ordering. By ordering on this website, you agree to be bound by these Sales Conditions.

1.5.        By placing an order on this website, you confirm to be of legal capacity to enter into a consumer contract.

2.             Order Process

2.1.        Your order on this website constitutes an offer to purchase under these Sales Conditions.

2.2.        After placing an order, you will receive an email from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Orders are subject to acceptance by us and availability of the ordered products and services.

2.3.        Product and service descriptions are correct at the date of publication but are subject to availability or change without notice. We reserve the right to refuse an order and to limit the order quantity on any item. We cannot be held liable or responsible for errors in photography or typography, and you agree not to hold us liable for such errors.

2.4.        Information provided by you in connection with your order, such as messages for gift cards, texts/pictures for personalization (e.g. engraving), or photographs of your watch and movement, can be refused without stating any reason. In such case, we are free to cancel your order and refund you. We do not bear any responsibility for the correctness or suitability of such information for the purpose.

2.5.        We reserve the right to perform identity, address, and bank card validation checks to prevent fraud and, if acceptable, will then process your order.

2.6.        We will confirm acceptance of your offer to purchase by sending you an order confirmation (invoice) by email and this will constitute a binding contract between you and us.

2.7.        The contract will relate only to those products and services whose dispatch we have confirmed in the order confirmation. We will not be obliged to supply any other products or services, which may have been part of your order until the dispatch of such products or services has been confirmed in a separate order confirmation.

3.             Price and Payment

3.1.        The prices on this website are in US dollars and do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total, and will be itemized in your shopping cart and in your order confirmation email.

3.2.        We may change the prices on this website at any time, which shall not applicable to prices confirmed by us in an order confirmation.

3.3.        You can make your payment using the payment options / third party providers available on this website at the time of your purchase, which may include:

• credit cards or debit cards,
• digital wallet,
• invoice, by installments or by 3rd party direct bank transfer.

 3.4.        If you pay by card, you are subject to validation checks and authorization by the card issuer. We, or our processor, may share your personal information with such third parties which are necessary to enable us to carry out such checks. If the issuer of the card refuses to authorize payment to us, the order will not be accepted and therefore we will not be liable for any delay or non-delivery. Payment will be deducted from your card before your order is shipped. We may suspend delivery of the products until full payment is received. We may terminate the contract between you and us with immediate written notice if you fail to pay on time.

 3.5.        If you pay by card, you need to provide your card number, the expiry date and, when required, the card verification code and to authenticate yourself by a process with three domains security layer (i.e. 3D Secure, ProtectBuy, SafeKey).

 3.6.        We may offer alternative payment options in collaboration with third party payment providers, such as pay by digital wallet, direct bank transfer, pay by installments or pay by invoice. If you choose such options, you agree to be bound by such third parties’ terms as indicated in the checkout process or in these Sales Conditions and acknowledge that such third parties process your personal data for the payment purposes as described in their privacy notices.

 3.7.        We may offer alternative delivery options in collaboration with third party providers which are not covered by the default delivery fees. If you choose such option, the additional fees will be specified in the checkout process and in the order confirmation.

 3.8.        Our website contains a large number of products and services and it is always possible that, despite our best efforts, some of the products and services listed therein may be incorrectly priced. We will verify prices as part of our dispatch procedures so that, where the correct price is less than our stated price, we will charge the lower amount. If the correct price is higher than the price stated on the website, we will, at our discretion, either contact you for confirmation of the correct price, or reject your order and notify you accordingly.

 3.9.        We are under no obligation to provide the product or service to you at the incorrect lower price.

4.       Delivery

4.1.        We specify the estimated delivery times and the delivery fees of the available delivery options in the checkout process and in the order confirmation.

4.2.        If we cannot deliver within the estimated delivery time, we will contact you to propose a new date. If we cannot deliver within 30 days upon our order confirmation and you refuse delayed delivery, then you may cancel your order against refund.

4.3.        We deliver to the delivery address you provided. We only deliver to delivery addresses within the US.

4.4.        By placing an order you agree that delivery may be in installments.

5.             Passing of Ownership and Risk

5.1.        Ownership of the products will pass to you upon the later of receipt by us of full payment of all sums due in respect of the products (including delivery charges) or upon delivery. We may recover any products supplied at any time prior to ownership passing if you are in breach of these conditions of sale.

5.2.        Risk of the products passes to you upon delivery. Risk in the sense of this provision means the responsibility for damage caused to or by use, handling or storage of the products.

6.             Liability

6.1.        OUR LIABILITY IS EXCLUDED AND LIMITED TO THE FULLEST EXTENT AS PERMITTED BY LAW.

6.2.        OUR SOLE AND ENTIRE MAXIMUM LIABILITY, FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS AND SERVICES YOU HAVE ORDERED THROUGH OUR WEBSITE.

6.3.        IN NO EVENT WILL CITIZEN OR ITS AFFILIATES, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SERVICE PROVIDERS BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES) ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO A PURCHASE OF PRODUCTS OR SERVICES, THE USE OF, OR THE INABILITY TO USE, THIS WEBSITE (OR THE CONTENT, MATERIALS AND FUNCTIONS PROVIDED AS PART OF THIS WEBSITE), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR STRICT LIABILITY, EVEN IF WE KNEW, SHOULD HAVE KNOWN OR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN SUCH STATES THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, OUR LIABILITY AND THE LIABILITY OF OUR AFFILIATES, AND OUR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SERVICE PROVIDERS, IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.

7.             ARBITRATION AGREEMENT

7.1.        You and Citizen agree that any claim, dispute, or controversy arising out of, relating to, or connected in any way with citizenwatch.com, your transaction, or the Conditions of Sale, including policies and information linked from or incorporated herein or otherwise found on citizenwatch.com, including the breach, enforcement, interpretation, application, or validity of these Terms & Conditions, will be resolved exclusively by final and binding arbitration by National Arbitration and Mediation ("NAM") and conducted before a single arbitrator pursuant to the applicable rules and procedures established by the NAM. The NAM Comprehensive Dispute Resolution Rules and Procedures are available online at www.namadr.com.

7.2.        Governing Law and Arbitration Rules

7.2.1.    Any arbitration related to this agreement shall take place solely within the State of Texas and shall be governed and construed in accordance with the laws of the State of Texas without giving effect to any choice or conflict of law provision or rule (whether of the State of Texas or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the State of Texas. You agree to submit to the exclusive jurisdiction of the courts or arbitrators of Harris County, Texas in respect of any claim, dispute, or controversy arising out of, relating to, or connected in any way with the site, your transaction, and the Terms and Conditions.

7.2.2.    Service of process, summons, notice, or other document ("Service") shall only be effective service of process for any suit, action, or other proceeding brought in any such court if Service is effective pursuant to federal or the applicable state law in the state in which such Service is effectuated, with a copy sent via email to legal@citizenwatch.com.

7.3.        Fees – You will pay the filing fee specified in the NAM Comprehensive Dispute Resolution Rules and Procedures. Citizen will pay any additional required filing fees, and all administration and arbitrator fees, unless the arbitrator determines that your claim is frivolous.

7.4.        Location of Arbitration – If your claim is for $10,000 (US Dollars) or less, you may choose to have arbitration conducted solely on the basis of documents submitted to the arbitrator, via a telephone hearing, by an in-person hearing in Harris County, Texas, New York, New York, or Miami, Florida, or as otherwise mutually agreed to by the parties. If your claim exceeds $10,000 (US Dollars), the location of the arbitration and the parties' right to a hearing will be determined in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedures.

7.5.        Exceptions to Arbitration – Notwithstanding the foregoing, in lieu of arbitration, you agree that you or Citizen may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

8.            CLASS ACTION WAIVER

8.1.        You and Citizen agree that any arbitration shall be conducted in an individual capacity and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. You and Citizen may not be plaintiffs or class members in any purported class, collective, or representative proceeding, and may each bring claims against the other only in your or its individual capacity. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim.

8.2.        To the extent such waiver is prohibited and either party is permitted by law or court of law to proceed with a class or representative action against the other, the parties agree that: (i) the prevailing party shall not be entitled to recover attorneys’ fees or costs associated with pursuing the class or representative action (not withstanding any other provision in this agreement); and (ii) the party who initiates or participates as a member of the class will not submit a claim or otherwise participate in any recovery secured through the class or representative action. Nothing in this provision, however, should operate to prevent the parties from settling claims on a class-wide basis.

9.             JURY TRIAL WAIVER

9.1.        You and Citizen acknowledge and agree that any claim, dispute, or controversy that may arise out of, relate to, or is connected in any way with citizenwatch.com, your transaction, or the Terms and Conditions, shall be handled expeditiously and, therefore, each party irrevocably and unconditionally waives the right to a trial by jury.