The following Terms and Conditions govern the relationship between IronOreTeam.com Ltd. ("IronOreTeam") and all Members and the use by Members of the Website provided by IronOreTeam located on the Internet at www.IronOreTeam.com. IronOreTeam reserves the right and power to amend or supplement these terms and conditions from time to time, as it may deem appropriate. The amended Terms and Conditions shall become effective immediately after the relevant notice has been published on the website. By using the service, or registering to use the website as a Member, you accept and agree to each of the Terms and Conditions set forth below.
Unless otherwise specified, the following terms in this Agreement are defined as follows:
i) "Agreement" means this Membership Agreement.
ii) "Buyer" means any party purchasing any item, or posting any enquiry to purchase, via the Website.
iii) "Commodity" means any metal or raw material listed or presented on the Website.
iv) "Exchange" means the environment created by the Website in which Members negotiate for and conduct Transactions.
v) "Self manage" means the Members can help themselves to put on, modify or terminate their Member's information and Offers&Enquiry information on this website.
vi) "Member's Information" means any information delivered by a Member to us or to other Member/Members in respect of any registration, offer, enquiry.
vii) "Membership Fee" means the fees payable by a member upon applying for membership, and renewal thereof from time to time. The rates are set out in the Membership Fee Schedule on the Website, and may be amended from time to time.
ix) "Registration Application" means the registration application provided by IronOreTeam on its website
x) "Seller" means any party selling, or offering any item for sale on the Website.
xi) "Service" means any service provided by the Website, including but not limited to Info service, the Exchange, Industry Consultant and support services.
xii) "Terms and Conditions" means the terms and conditions set out within this Agreement, and as appearing on the Website, as amended from time to time.
xiii) "User" means any user of the Website, whether or not they have yet applied for and been approved as a Member.
xiv) "Website" means the website www.IronOreTeam.com through which IronOreTeam provides Services to its Members.
xv) "We/us" means IronOreTeam, and any of its employee, agent, successor, officer, director, subsidiary, assigns or representative.
xvi) "IronOreTeam" means IronOreTeam.com Ltd., a limited company incorporated in Shanghai, People’s Republic of China..
2) Description of the Website and Access
i) Members are given the privilege to use various Services on the Site, and they are entitled to access Info Center, Customer Services, Exchange, and Members Forum. In Exchange, Members are allowed to post information concerning Offers and supplies, to solicit offers from other members concerning such product. To become a Member, an applicant is required to fill out truthfully and accurately the information requested in the Registration Application, The application must be submitted after clicking the "Agree and Submit" button on the Registration Application to confirm that the applicant has read and agrees to the Terms and Conditions of this Agreement
3) Processing of the Registration Application
i) Upon submission of a completed Registration Application, each User agrees to accept each and every one of the Terms and Conditions of this Agreement. IronOreTeam reserves the right to review and verify the information provided in an applicant's Registration Application and to limit, postpone or reject the application for any reason, including not meeting IronOreTeam’s required qualifications as set forth below.
ii) Each User understands that, until its Registration Application has been approved, it will not have access to certain sections of the Website, including but not limited to the Info Center.
iii) IronOreTeam reserves the right, at its sole discretion, to review each Member's status and compliance with the Terms and Conditions of this Agreement and to suspend or terminate a Member's privilege to access the Website at any time without notice.
4) User Qualifications for Membership
i) User qualifications, Membership and access to the Website will be determined in the sole and absolute discretion of IronOreTeam
ii) IronOreTeam will determine each User's approved category based on each User's qualifications. User qualification and category access will be based on many factors, including but not limited to the following: the size, financial status and nature of the Users business activities, the geographic location of the user, the Membership history of a User etc.
iii) Each User will be required to stay within its approved category and not to deviate from any restrictions imposed on such category. Any deviation from the restrictions imposed on the approved category will be grounds for automatic termination of access to the Website.
iv) IronOreTeam may, at its discretion, refuse to provide Services to any Member from time to time.
5) User Information
i) Each User agrees and warrants that all of the information provided in its Registration Application is true and correct, including, but not limited to, the User's legal name, address, phone number, fax number, e-mail address and other personal and business information. User agrees to promptly update any information provided in its Registration Application if such information subsequently changes. User understands that it is solely responsible for providing accurate and complete information and that it will be liable to IronOreTeam and/or to other Users if it knowingly or negligently provides false information.
6) User Password
i) Each User creates its username(s) and password(s) and is solely responsible for their confidentiality. User agrees not to furnish the username(s), password(s) or other information to any other party for any use of IronOreTeam Website, nor allow parties other than their respective authorized users within the User's company or organization to access the Website or Exchange with their respective username(s) and password(s).
ii) User agrees to notify IronOreTeam immediately of any unauthorized use of User's personal password(s), username(s) or other information.
7) IronOreTeam.com is merely a venue
i) IronOreTeam.com is merely a venue for Members to communicate, gather information and participate in the online commercial transactions described herein. The Website and IronOreTeam’s sole purpose are to facilitate the commercial communications process and provide an efficient resource for research, communication and commerce within the metals industry.
ii) The Website and IronOreTeam do not guarantee and disclaim any liability with respect to the accuracy of any information provided by IronOreTeam and by Members in connection with any aspect of the Website.
iii) While the Exchange allows Sellers to offer goods or services for sale and Buyers to make inquiries to purchase, IronOreTeam holds no responsibility other than providing an online market venue for Members to search for and locate prospective Buyers and Sellers and to negotiate on the terms and conditions for a Transaction.
iv) The specific terms and conditions, such as goods description, price, shipment date etc. for the Buyer and Seller shall determine any Transaction conducted on the Exchange by any Member concerned
v) IronOreTeam will not determine nor endorse the price and contract terms, as well as quality, safety and legitimacy compliance with regard to the applicable standards and regulations, in relation to the goods or services advertised or offered on the Website; the capacity of the Seller to sell or deliver the goods or services concerned; and the capacity of the Buyer to buy or use the goods or services concerned.
vi) Members should make their own inquiries as to the quality and fitness for purpose of the products they intend to trade in and as to the character and credit of the party with whom they intend to enter into a Transaction. We are not involved in the actual transaction between Buyers and Sellers. As a result, we have no control over the quality, safety or legality of any Commodity advertised or sold, the truth or accuracy of the listings or other content related to the Commodity, and the ability of Sellers to sell a Commodity or the ability of Buyers to buy a Commodity. We cannot and do not control whether Sellers will complete the sale of a Commodity they present or whether Buyers will complete the purchase of a Commodity. In addition, Members should note that there are risks of dealing with foreign nationals, underage persons or people acting under false pretence.
vii) We will not assume any responsibility with regard to any delivery of a Commodity, payment or product collection for any Transaction, offer, enquiry or bid placed on the Website.
viii) IronOreTeam provides the Service only on an "As Is" and "As Available" basis and without warranty or condition, express or implied, for its Members, who agree to assume all risks in relation to the use of the Website and any part thereof. IronOreTeam expressly disclaims all warranties and liability of any kind, including but not limited to those (i) implied on merchantability, (ii) relating to fitness for purpose or non-infringement, (iii) regarding the continued, uninterrupted and/or faultless operation of the Service, (iv) regarding the integrity, identity, credibility and suitability of a Buyer or Seller or any Member to enter into Transactions with, and (v) regarding the accuracy of information provided to the Website by the Buyer, Seller or any Member or their respective representatives. Members agree to abide by all applicable laws, rules and regulations, and further agree that no conspiracy or other acts in violation with the anti-trust laws may be conducted on the Website and Exchange.
ix) Any and all disputes between Buyers and Sellers at any time during or after the negotiation and/or consummation of a Transaction for which IronOreTeam or the Website facilitated the occurrence of that negotiation or Transaction are to be resolved directly between the parties in accordance with their respective policies on such matters.
x) In the event of any dispute between Members, IronOreTeam and its agents or employees shall be relieved of all liabilities relating to any claims or damages, including but not limited to any actual, specific, incidental or consequential claims or damages, whether known or unknown, disclosed or not yet disclosed, arising from or related to such disputes. In addition, any deliberate frauds by Buyers or Sellers of foreign nationality or residing overseas shall be at the sole risk of the Member.
8) Interruption of Service
i) Member understands that IronOreTeam shall take all commercially reasonable efforts to make its Website available. However, Member agrees that IronOreTeam is not responsible for any damages or losses related to any system errors or interruptions affecting its Website and the processing of any online transactions. Member understands that the Website may be unavailable unexpectedly as a result of circumstances beyond IronOreTeam’s control.
9) Changes to Website
i) IronOreTeam reserves the right, in its sole and absolute discretion, to modify, suspend or terminate any aspect of its Website, including but not limited to its Exchange, without notice, including, but not limited to, changes in content, features, functionality, news and information, and product categories.
10) Information Published on the Website
i) User shall be responsible for all information they provide to the Site. IronOreTeam takes no responsibility to monitor or scrutinize any content on the Website, or other related web links, and is not responsible whatsoever for such information provided to the Website by Members or other third parties.
ii) Information provided by Users to the Site shall not:
(a) Violate any applicable laws, ordinances, rules or regulations (including without limitation those governing export control, trade quotas, place of origin, environment protection, labor, consumer protection, unfair competition, anti-discrimination or false advertising);
(b) Infringe on the interests of other parties, including but not limited to copyrights, patents, trademarks, goodwill, trade secrets, other property rights or rights of publication or privacy;
(c) Contain any elements of libel, goodwill damage, threat or harassment;
(d) Contain any elements of obscenity, indecency or pornography;
(e) Be involved with any fraudulent act or any shoplifted item; nor be involved, directly or indirectly, with, inter alia, any products or services that are prohibited from dealing by this Agreement, or that are being listed on web sites other than the Exchange.
iii) IronOreTeam reserves the right to supervise all material, content and information on its Website, including, but not limited to, Exchange event activity and User registration data to determine compliance with the Terms and Conditions of this Agreement and all current and future operating procedures and rules of conduct established by IronOreTeam. IronOreTeam reserves the right, at its sole and absolute discretion, to amend, edit, remove or otherwise block any material posted by a User that may violate any local, state, national, or international law or violate any aspect of this Agreement. However, IronOreTeam does not assume responsibility for verifying the material, content and information on its Website and is not responsible for any damages, losses, expenses or other injuries incurred by any User as a result of relying on any material, content and information posted on the Website. Users agree to indemnify and hold harmless IronOreTeam from any damages, losses, expenses or other injuries incurred by any User as a result of using any aspect of the Website and Exchange.
11) System Integrity
i) Member agrees to abide by all applicable laws, rules and regulations of the local, state, national and international jurisdictions in relation to their use of the Website and Exchange.
ii) Member agrees not to manipulate the price of any Transaction on IronOreTeam Website, directly or indirectly, by shill bidding (bidding or posing as another party to affect the price in it own negotiations) or by submitting or encouraging the submission of false bids or postings under another name or through another agent, representative, employee, advisor or affiliate.
iii) Member agrees during the period of its membership and forever thereafter not to disclose, without the prior consent of other Members or IronOreTeam, any confidential information of either of them, including user name(s), login password(s) and/or trading password(s).
12) Membership Fee
i) IronOreTeam may charge a Membership Fee for the use of the Website. The Member agrees to pay any such Membership Fee and renewals thereof on demand. Details of the Membership Fee, and a schedule of rates, is available on the Website. Without prejudice to IronOreTeam's rights for damages, if the Member fails to pay on time, IronOreTeam reserves the right to terminate the Members membership without notice.
ii) Save as otherwise specified, all fees and other amounts payable pursuant to this Agreement shall be paid in United States Dollars, or the equivalent in other currencies, subject to the approval of IronOreTeam, free and clear of, and without deduction or withholding on account of, taxes of any kind.
iii) Any amount that is not paid within required time limitation will bear interest at the rate of 15% per annum (from the initial due date until the date of payment), or the maximum rate allowed by applicable law, which ever is less.
iv) We may change Membership Fees from time to time. The new fees will become effective immediately upon the revised fees appearing on the Website. It is the responsibility of Members to check the Website for any changes in the fees.
v) From time to time we may change the Membership Fees for a period for promotional purposes. The new fees will become effective after the notice about such promotional periods has been published on the Website.
vi) We may, in our absolute discretion, change our Services, in part or in whole, from time to time. Fees on any new service shall become effective once they are launched.
vii) Each Member is liable to pay for all fees in relation to its use of the Website and its Services, as well as all applicable taxes.
13) Termination or Expiry of Membership
i) The terms and conditions of this Agreement constitute a binding agreement between IronOreTeam and each Member until terminated by the Member or by IronOreTeam. IronOreTeam may at any time, in its sole and absolute discretion, terminate a Member's access to the Website without notice and for any reason or no reason. Members may discontinue their use of the Website at any time and notify IronOreTeam of termination of their status as a registered Member. Notice of Termination may be given by either IronOreTeam or the Member in writing or by email.
14) Notice and Communication
i) All notice and communication with User shall be provided by e-mail to the e-mail address provided by the User in the Registration Application. Notice shall be deemed to have been provided 24 hours after the email is transmitted by IronOreTeam, unless the sending party is notified that the email address is invalid.
ii) Alternatively, IronOreTeam may give User notice by certified mail, postage prepaid and return receipt requested, to the address provided to IronOreTeam during the registration process. In such case, notice shall be deemed given three (3) days after the date of mailing.
iii) In the case of notices given to IronOreTeam, except as explicitly stated otherwise they should be sent by email to IronOreTeamService@hotmail.com. Notice shall be deemed to have been provided 24 hours after the email is transmitted by the User.
15) Settlement of Disputes and Applicable Laws
i) This Membership Agreement, and the relationship between IronOreTeam and Users shall be governed by and construed pursuant to the laws and regulations of People’s Republic of China.
ii) Both User and IronOreTeam agree that any disputes or claims arising from the Terms and Conditions or the relationship between IronOreTeam and Users shall be settled by the relevant judicial authority within the People’s Republic of China’s jurisdiction.
16) Limited Liability
i) Member, in its capacity as Member of the Website and their acceptance of the Services provided by IronOreTeam, agree that IronOreTeam and its officers, associates, directors, shareholders, agents or employees shall hold no responsibility for any contingent, specific, punitive or consequential impairment in profitability, loss of earnings, loss of business opportunities, damages, claims, expenses or costs (even if IronOreTeam has been advised of the possibility of such damages) caused directly or indirectly by, or otherwise arising in relation to:
(a) the use of the Website by Member, including but not limited to damages arising from its reliance on the Exchange, any negligence, failure on the part of the Exchange;
(b) IronOreTeam’s termination of Member's membership in accordance with the Terms and Conditions;
(c) the breach, or alleged breach of any warranty, express or implied, relating to the product concerned;
(d) the emergence of any government restriction, strike, warfare, or any situations beyond the reasonable control of IronOreTeam, other than the gross negligence or willful misconduct on the part of IronOreTeam;.
(e) the unlawful use of the Member's user name, login and/or trading password.
(f) unauthorized access to or alteration of Member's transmissions or data;
(g) statements or conduct of any third party on the service;
(h) In no event shall IronOreTeam total liability to a Member for all damages, losses and causes of action (whether in contract or in tort) exceed the amount of fees paid by the User to IronOreTeam in connection with the disputed item.
17) Changes or Specialized Modifications to this User Agreement
i) IronOreTeam may, at its sole and absolute discretion, modify or change any aspect of this Agreement at any time, in whole or in part and without prior notice to Users, by posting any modifications to its Agreement on its Website. Users agree to periodically review, and in all events to review at least once per month, the Terms and Conditions of this Agreement to remain aware of any such modifications. The User's continued use of the Website after any such modifications or changes are posted will constitute its acceptance of any modifications to the modified Agreement.
ii) IronOreTeam reserves the right to modify this Agreement, as it applies to any specific User, to grant special or unique modifications to a specific User, provided that any and all such special modifications must be in writing between IronOreTeam and the applicable User. Any specialized modifications so made shall apply only to the User that is a party to such written agreement.
ii) Headings herein are for reference only.
iii) A party's failure to insist upon the compliance with or strict enforcement of any provisions under the Terms and Conditions shall not be construed as a waiver of such provision or privilege.
iv) Neither the course of conduct nor the operation and practice between IronOreTeam and any Member shall be construed as any modification in the Terms and Conditions.
v) If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible and the remainder of this Agreement shall continue in full force and effect.
vi) This Agreement may not be transferred by the Member without prior written consent by IronOreTeam.