Access to the IMEX website, as described below, is provided by International Mercantile Exchange Holdings LLC ("IMEX"). For purposes of these terms of use, "IMEX" shall also include International Mercantile Exchange Holdings LLC and its affiliates, their officers, directors and employees and may be referred to as "we" or "us". The "Site" shall mean the website accessible at www.imexgroup.com as well as IMEX controlled web pages linked to such address and all information, content, data, products, materials and services available on or through such pages. The terms "you" and "your" shall mean you as an individual, together with the entity through which, or on behalf of, you access the Site for any reason.
This agreement, containing IMEX's terms of use for the Site (the "Agreement"), sets out the terms and conditions, as well as your rights and responsibilities, by which you may use the Site. By accessing and continuing to use the Site, you are indicating your understanding of and agreement to be bound by, the terms and conditions as set out herein, thus creating a legal agreement between you and IMEX. If you do not accept the terms and conditions of the Agreement, you should immediately cease use of the Site. Please note that the Agreement may be updated, from time to time, without notice and you shall have been deemed to have accepted such updated terms by your continued use. We therefore strongly advise you to check the Site for any updates of this Agreement on a regular basis.
Intellectual Property Rights
IMEX and certain third parties, with whom it has contractual arrangements to provide information or functionality, as applicable, shall retain all intellectual property in the Site, including the Information (as defined below), such as copyright, trademarks, database rights and other intellectual property rights.
With the exception of the information you enter onto the Site, you will not acquire any ownership, title, right, or interest of any kind in or to the Site, or any portion of any Information on the Site. Other than as expressly permitted on the Site, you may not download, retransmit, or reproduce anything available on or through the Site, in any manner or in any form and you shall not alter, erase or otherwise obscure any proprietary or other notices on the Site.
Disclaimer of Warranties
Information made available on the Site ("Information"), is provided by IMEX for general information purposes only and is not intended to address your specific requirements. IMEX does not guarantee or make any warranty in respect of the completeness, timeliness or accuracy of the Information and shall not be responsible for any errors or omissions contained therein, or any delays in providing such Information, failure to access the same or IMEX's inability to provide the Information. The Information and any related services provided by IMEX hereunder are provided on an "as is" and "as available" basis and IMEX does not give any additional warranties or conditions, whether express or implied by statute, common law or otherwise, including, but not limited to, satisfactory quality, merchantability, or fitness for a particular purpose. IMEX gives no warranty whatsoever for any third party software whether or not provided by IMEX through the Site.
You agree to use the Site and the Information, only for your own personal use and not to reproduce, retransmit, disseminate, sell, distribute, republish, broadcast, post, circulate or commercially exploit the Site, or the Information, in any manner without the express prior written consent of IMEX, nor to use the Information available on the Site for any unlawful purpose.
No Information on the Site is intended (i) as an offer, recommendation or solicitation of an offer to sell, or buy any security or any other financial instrument, or to participate in any trading strategy, or (ii) as an endorsement, recommendation or sponsorship of any security or other financial instrument. From time to time IMEX may make you aware of certain products, on or through the Site. Such products may inherently present significant risks, therefore you should not enter into any related transactions unless you have an appropriate understanding of the associated risks.
Limitation of Liability
Except in relation to liability for death or personal injury, in no event shall IMEX be liable for any damages (even if IMEX has been advised of the possibility of such damages), including without limitation, direct, indirect, incidental, consequential, special, exemplary, punitive or other losses or damages (including, but not limited to, damages for loss of profits and loss of business) arising out of the use or inability to use the Site or the Information, however caused, and on any theory of liability.
Should the above disclaimer of liability be held to be invalid or unenforceable, you agree that IMEX's maximum cumulative aggregate liability to you for all damages, losses, and causes of action (whether in contract, tort or otherwise) shall not exceed, in the aggregate, the total value of any fees received, if any, by IMEX from you, in relation to your access to the Site, or the Information, during the twelve (12) month period preceding the date that such damages were incurred.
Indemnity
You agree to indemnify, defend and hold harmless IMEX from and against any claim, action or demand, including, without limitation, reasonable legal fees, made by any third party due to, or arising out of, your breach of this Agreement, including, inter alia, due to you accessing the Site from outside of the European Economic Area ("EEA").
Jurisdictional Issues
IMEX makes no representation that, outside of the EEA, (i) materials on the Site are appropriate or available for use in such other locations, or (ii) that any products, instruments or services discussed on the Site are appropriate or available for use or sale in any jurisdiction. Access to the Site, from outside of the EEA, shall be at your own risk and you are responsible for compliance with all applicable local laws and regulations. IMEX reserves the right to limit the availability of the Site to any person, geographic area, or jurisdiction it desires, at any time and in its sole discretion.
Links to Other Websites
Links to third party websites, made available to you through the Site, are provided solely for convenience purposes and are not an endorsement by IMEX of the contents of such third-party websites. IMEX makes no representations or recommendations concerning such websites, nor has it reviewed or approved any content that appears on them. We refer you to any terms of use that may appear on such third party sites and you acknowledge and agree that IMEX shall not be held responsible for the legality, timeliness, accuracy, completeness or appropriate nature of any information, data or other content, advertising, products, or services located on or through such websites, nor for any loss or damages caused or alleged to have been caused by your use of, inability to use, or reliance on, any such content, information or data. If you decide to access a linked website, you do so at your own risk.
Privacy
IMEX's policy with respect to the collection and use of your personal information is set out in its Privacy Policy, available for inspection www.imexgroup.com
Termination
This Agreement, as amended by IMEX from time to time in accordance with its terms, shall remain effective indefinitely until terminated by IMEX. IMEX shall have the right to terminate this Agreement, and/or your access to and use of the Site, at any time in its sole discretion and without the requirement of written notification.
Miscellaneous
This Agreement shall be governed by and construed in accordance with the laws of England and subject to the exclusive jurisdiction of the English Courts.
This Agreement shall be governed by and construed in accordance with the laws of England and subject to the exclusive jurisdiction of the English Courts.
You may not assign or transfer this Agreement and/or any rights and/or obligations hereunder to any other person, firm or enterprise, without the prior written consent of IMEX and any attempt to do so shall be void.
At no time shall a failure or delay in enforcing any provisions, exercising any option, or requiring performance, be construed to be a waiver by IMEX.
Headings are solely for reference purposes and shall not affect the meaning of any terms.
This Agreement, together with any IMEX policies referred to herein, constitutes the entire agreement between you and IMEX relating to the subject matter herein and supersedes any prior or inconsistent agreements, negotiations, representations and promises. Should there be any conflict between the terms and conditions herein and those of any IMEX policy, the terms and conditions contained herein, as amended from time to time, shall prevail.
Dated 30 July 2009
