Directory and Marketplace Terms and Conditions
1. General conditions
1.1 These are the Terms and Conditions on which you may access and use either or both of:
1.1.1 a directory of producers, traders and consumers of non-ferrous metals, ferro alloys, rare earth and precious metals as well as certain related service providers that Argus Media Limited (“Argus Media”, “we”) makes available on this website (the “Website”) (the “Directory”); and
1.1.2 a bulletin board available on this website for submitting bids and offers or requesting bids or offers in respect of speciality metals, ferro-alloys and metallic minerals and similar commodities (the “Marketplace”).
1.3 Clauses 1 and 2 of these Terms and Conditions, together with the applicable terms incorporated by reference in 1.2(a) – (d) above set out the entire agreement between you and Argus Media in respect of your access to and use of the Directory.
1.4 Clauses 1 and 3 of these Terms and Conditions together with the applicable terms incorporated by reference in 1.2(a) – (d) above set out the entire agreement between you and Argus Media in respect of your access to and use of the Marketplace.
1.5 By accessing and using the Marketplace and/or the Directory, you personally warrant and represent that you are legally capable of entering into binding contracts for and on behalf of your employer and that you are authorised on behalf of your employer to access and use the Marketplace and/or the Directory and to accept these Terms and Conditions. All further references to “you” are references to you acting for and on behalf of your employer.
1.6 As between Argus Media and you, all rights (including intellectual property rights and other proprietary rights), title and interest in and to the Directory and the Marketplace, and the data set out therein are and shall remain the exclusive property of Argus Media or our licensors. Nothing in these Terms and Conditions shall be construed as granting, assigning, creating or transferring to you any right (including intellectual property rights and other proprietary rights), title or interest in or to the Directory or the Marketplace.
1.7 Argus Media may provide you with a personal User ID for your access to the Directory and/or the Marketplace, which you agree to keep confidential and not to disclose to any third party. You shall promptly notify Argus Media on becoming aware that any User ID has become known to or used by any other person. Argus Media shall have sole discretion to decide whether to take any subsequent action. You shall not use any other party’s User ID to access the Marketplace and/or the Directory. Argus Media may unilaterally amend the access rights and privileges of individual User IDs, or suspend or cancel a User ID, from time to time, upon giving you prior notice of any such amendment, suspension or cancellation.
1.8 Argus Media is not in a position to verify, and does not verify, the accuracy or completeness of information and/or data posted or published on the Marketplace or the Directory.
1.9 By accessing the Directory and/or the Marketplace, you agree that you may not post or transmit any information that:
1.9.1 is defamatory, obscene, abusive, threatening, unlawful, untrue, inaccurate, and/or is damaging to the reputation of Argus Media or any of its group companies;
1.9.2 is misleading and/or which is in breach of any applicable laws, rules, regulations or market conventions (including, without limitation, securities and futures regulations);
1.9.3 is in breach of, or in any way infringes, any person’s rights (including, without limitation, intellectual property rights); and
1.9.4 contains, or in any way transmits a virus, cancelbot, trojan horse, and/or worm or is otherwise harmful.
1.10 You shall use your best endeavours to ensure that any information and/or data posted by you on the Marketplace and/or the Directory is true and accurate, and that you have all necessary permissions and consents (including consents from any data subjects to the use, and disclosure by you on the Directory, of any personal data as defined in the Data Protection Act 1998) to post such information.
1.11 Argus Media shall be permitted, in its sole discretion, to delete, remove or modify any information, data or content posted or published on the Marketplace and/or the Directory by any person.
1.12 Argus Media may make changes to the functions, features and characteristics of the Directory or the Marketplace from time to time.
1.13 Argus Media shall be permitted, in its sole discretion, to use any information, data or content posted or published on the Marketplace and/or the Directory in connection with the provision of price-reporting, news and analysis services.
1.14 Argus Media shall be entitled to suspend the operation of the Directory and the Marketplace (whether in whole or in part) and/or your access to or use of the Directory and the Marketplace without liability and at any time for any reason, including without limitation:
1.14.1 for technical reasons;
1.14.2 for security purposes; and/or
1.14.3 where Argus Media believes there has been any breach of these Terms and/or any of the applicable terms referred to in clause 1.2(a) – (d).
1.15 Following suspension, expiry or termination of these Terms and Conditions, Argus Media shall no longer provide you with access to or use of the Marketplace and/or the Directory.
1.16 Argus Media cannot guarantee that the Marketplace and or Directory will not have downtime which will prevent you from communicating with other Marketplace Users or otherwise using or accessing the Marketplace or the Directory.
1.17 You shall on written demand indemnify and keep Argus Media and/or its group companies (where applicable) fully indemnified from and against any loss, damage (including claims for statutory damages), claims, costs and expenses (including legal and other professional costs and expenses), and liabilities suffered or incurred by Argus Media arising out of or in connection with any breach by you of these Terms and Conditions.
1.18 These Terms and Conditions and any dispute or claim arising from, or related to, access to and/or use of the Marketplace and/or the Directory, shall be governed by and construed in accordance with the laws of England and Wales. The English courts shall have exclusive jurisdiction over any such dispute or claim, although Argus Media retains the right (on behalf of itself and its group companies) to bring proceedings against you for breach of these Terms and Conditions in your country of residence or any other relevant country.
1.19 If any provision of these Terms and Conditions shall be unlawful, void or unenforceable then that provision shall be deemed severable and shall not affect the validity or enforceability of the remaining provisions.
1.20 Argus Media reserves the right to revise and amend these Terms and Conditions at any time. For the avoidance of doubt, you will be subject to the terms in force at the most recent time that you access the Marketplace and/or the Directory.
2.1 Access to some Directory information is available on a restricted basis to registered users and non-registered website visitors. Access to the full Directory is available on subscription.
2.2 Your access to the Directory entitles you to: (a) post information about yourself and/or your employer on the Directory subject at all times to clause 1.9 above, and (b) access information about other users of the Directory.
3.1 Access to the Marketplace is available on a restricted basis to registered users and non-registered website visitors. Access to the full functionality of the Marketplace is available on subscription.
3.2 All details of goods or services for sale or purchase posted on the Marketplace are invitations to treat made by the entity specified and are not an invitation to treat, an offer or a recommendation of any course of action by Argus Media.
3.3 Argus Media is not a party to any transaction entered into between users (“Marketplace Users”) and does not act as principal or underwrite any such transactions.
3.4 All disputes arising between you and other Marketplace Users shall be a matter for you and that entity alone and Argus Media shall have no obligation to resolve or otherwise become involved in the dispute. All decisions and trade disputes arising between Marketplace Users on the basis of inter alia the shipping freight rates and import tariffs displayed on the Marketplace should be taken up with the relevant authority.
3.5 You acknowledge that any bid or offer made on or through the Marketplace may only relate to unregulated spot trades in the relevant commodity. You agree and warrant to Argus Media that you shall not make any bid or offer on or through the Marketplace in relation to the entry into a contract, instrument or transaction which:
3.5.1 would qualify as a “specified investment” as defined in the Financial Services and Markets Act 2000 (regulated Activities) Order 2001 and which could therefore involve you and/or Argus Media engaging in a “regulated activity” as defined in the FCA Rules; or
3.5.2 would have the effect of making Argus Media and/or the Marketplace subject to the regulatory rules of a jurisdiction other than the United Kingdom.
3.6 In accessing and using the Marketplace, you agree that you shall not engage in market manipulation or market abuse or improper market conduct of any kind. In particular, you shall not:
3.6.1 enter any bid or offer into the Marketplace otherwise than in good faith;
3.6.2 enter any bid or offer into the Marketplace, accept any bid or offer on the Marketplace, or post or disseminate information on or through the Marketplace with a view to manipulating commodity prices or otherwise creating a misleading impression among market participants as to the price (including fair market value), supply or demand of any commodity or other asset or investment;
3.6.3 use information obtained on or through the Marketplace in any manipulative, uncompetitive, illegal or improper manner;
3.6.4 withhold disclosure of information which you are required to disclose under applicable law or regulatory rules (whether to the public, to a regulator, to Argus Media or to any other person);
3.6.5 collude with any person (including any other user of the Marketplace) for the purpose of engaging in any of the conduct set out in paragraphs 3.6.1 to 3.6.4 above;
3.6.6 engage in any other conduct which is inconsistent with the applicable law and regulatory rules of any relevant jurisdiction, in each case whether or not the conduct in question is for your benefit or for the benefit of another person.
3.7 You acknowledge that Argus Media has no control over the prices at which, or other terms upon which, bids or offers are made on or through the Marketplace.
3.8 Argus Media gives no warranty, representation or guarantee that any contract or transaction entered into in reliance on any information posted or published on the Marketplace will be appropriate, suitable or profitable for you.
3.9 Argus Media shall not be liable to you or any other party for any loss or damage (whether of a direct, indirect, incidental or consequential nature and whether the action is grounded in contract or tort (including negligence) or in any other law, and whether common law or statute) suffered by you or any other party in consequence of:
3.9.1 entering or not entering into a contract or transaction pursuant to a bid or offer posted on the Marketplace or in reliance on or by reason of information posted or published on the Marketplace by any person;
3.9.2 accepting or not accepting any bid or offer posted on the Marketplace;
3.9.3 otherwise relying or acting upon information posted or published on the Marketplace;
3.9.4 any failure of third-party infrastructure, equipment or services; or
3.9.5 any exercise by Argus Media of its rights under clauses 1.11 and 1.12.
3.10 In the event of any dispute arising between you and another person (including another Marketplace User) in relation to activities undertaken on or through the Marketplace, you shall use your best endeavours to ensure that such dispute and the manner in which it is resolved does not damage the integrity or reputation of, or the confidence of Marketplace Users in, the Marketplace.
3.11 You shall ensure that any statements you make to the public or any person about your activities conducted on or through the Marketplace are true and accurate, and shall use your best endeavours to ensure that such statements are not damaging to Argus Media.
3.12 You shall provide Argus Media with any information which Argus Media may request for the purposes of complying with anti-money laundering requirements and its other client due-diligence obligations.
3.13 You acknowledge and agree that, in the event of a dispute between you and Argus Media, or a dispute between you and another person to which Argus Media is joined as party, relating to information posted or published on the Marketplace (including the details of any bid, offer or deal), the log of any information recorded on Argus Media’s systems shall be treated as authoritative.
For details of the different types of directory entry, Marketplace access and the applicable rates, please contact firstname.lastname@example.org, or your local representative.
Terms and Conditions last updated on: 13th May 2016