AGREEMENT BETWEEN USER AND NGEX ("NgEX!").
Your use of this web site ("NigeriaExchange") constitutes your agreement to all such terms, conditions, and notices. In addition, when using particular NgEX! services, you and NgEX! shall be subject to any posted guidelines or rules applicable to such services which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOU. Other areas of the NgEX! website may contain additional terms that govern particular features or offers (e.g discussions or chat areas). In the event that any of the terms, conditions, and notices contained herein conflict with the additional Terms or other terms and guidelines contained within any particular area, then those terms shall control.You are responsible for regularly reviewing these terms and conditions.
Click on any link below to view the additional terms:
NGEX reserves the right to change the terms, conditions, and notices under which this Web site is offered, including but not limited to the charges associated with the use of this Web Site.
DESCRIPTION OF SERVICE
NgEX! currently provides users with access to a rich collection of on-line resources, including, various communications tools, online forums. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new NgEX! features, shall be subject to the TOU. You understand and agree that the Service is provided "AS-IS" and that NGEX assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
Please note that certain areas on the Service may contain mature content.
You will receive a password and account designation upon completing registration processes in certain areas of the service. You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify NgEX! of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. NgEX! cannot and will not be liable for any loss or damage arising from your failure to comply with these terms.
In consideration of your use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the RegistrationData to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or NGEX has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, NGEX has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not NgEX!, are entirely responsible for all Contentthat you upload, post, email or otherwise transmit via the Service. NgEX! does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will NgEX! be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via the Service.
You agree not to use the Service to:
|a.|| upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing,tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;|
|b.|| harm minors in any way;|
|c.|| impersonate any person or entity, including, but not limited to, a NGEX official, any government official, forum leader, guide, host,personality or falsely state or otherwise misrepresent your affiliation with a person or entity;|
|d.|| forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;|
|e.|| upload, post, email or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);|
|f.|| upload, post, email or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;|
|g.|| upload, post, email or otherwise transmitany unsolicited or unauthorized advertising, promotional materials, "junkmail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas (such as NgEX! Classifieds) that are designated for such purpose;|
|h.|| upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;|
|i.|| disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Service are able to type, or otherwise act in a manner that negatively affects other users'ability to engage in real time exchanges;|
|j.|| interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;|
|k.|| intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. and/or Nigerian Securities and Exchange Commission, any rules of any national or other securities exchange, including, and any regulations having the force of law;|
|l.|| "stalk" or otherwise harass another;or|
|m.|| collect or store personal data about other users.|
However, NGEX and its designees reserve the right to review materials posted to the Service and to remove any materials at their sole discretion. NGEX reserves the right to terminate your access to any or all of the Service at any time without notice for any reason whatsoever.
NGEX reserves the right at all times to preserve Content and disclose any information (if required by law or in good faith belief) as necessary to enforce the TOU, protect the rights, property, or personal safety of NGEX, its users and the public, satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in NGEX's sole discretion. Always use caution when giving out any personally identifying information about yourself or your children in any part of the Service. NGEX does not control or endorse the content, messages or information found in any part of the Service and, therefore, NGEX specifically disclaims any liability with regard to the Service and any actions resulting from your participation in any part of the Service. Personalities and hosts are not authorized NGEX spokespersons, and their views do not necessarily reflect those of NGEX. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by NGEX or submitted to NGEX , including without limitation information in NgEX! Discussions, NgEX! Personalities, NgEX! Chat and in all other parts of the Service.
You agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or thecountry in which you reside.
MATERIALS POSTED TO NIGERIAEXCHANGE
With respect to Content you elect to post to this website, NGEX does not claim ownership of the materials you provide(including feedback and suggestions) or post, upload, input or submit.
However, by posting, uploading, inputting, providing or submitting your Submission you are granting NGEX, its affiliated companies and necessary sublicensees permission to use your submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. NGEX is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in NGEX's sole discretion. By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
You agree to indemnify and hold NGEX, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post to or transmit through the Service, your use of the Service, your connection to the Service, your violation of the TOU, or your violation of any rights of another.
PERSONAL AND NON-COMMERCIAL USE LIMITATION
Unless otherwise specified, the NigeriaExchange Web Site is for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the NigeriaExchange Web Site.
11. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that NgEX! may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Service, the maximum number of email messages that may be sent from or received by an account on the Service, the maximum size of any email message that may be sent from orreceived by an account on the Service, the maximum disk space that will be allotted on NgEX!'s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time.
You agree that NgEX! has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service.
You acknowledge that NgEX! reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that NgEX! reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
MODIFICATIONS TO SERVICE
NGEX reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that NgEX! shall not be liable to you or to any third party for any modification, suspension or discontinuance ofthe Service.
DEALINGS WITH SPONSORS/ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. NGEX does not necessarily endorse or recommend the services of any advertiser. You agree that NGEX shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
The NigeriaExchange website may provide, or third parties may provide, links to other World Wide Web sites or resources. NGEX has no control over suchsites and resources, you acknowledge and agree that NGEX is not responsible for the availability, content (including any links), changes or updates of such external sites or resources.
These links are provided for convenience only and the inclusion of any link does not imply endorsement by NGEX or any association with its operators.
You further acknowledge and agree that NGEX shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
OUR PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by NGEX or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
NGEX grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purposeof obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is providedby NGEX for use in accessing the Service.
DISCLAIMER OF WARRANTIES
PLEASE OUR FULL DISCLAIMER at http://www.ngex.com/info/disclaimer.htm.
If you intend to create or join any service, receive or request any news, messages, alerts or other information from the Service concerning companies, stock quotes, investments or securities, please also read our disclaimer at http://www.ngex.com/info/bizdisclaimer.htm.
The Service is provided for informational purposes only, and no Content included in the Service is intended for trading or investing purposes. NGEX, shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted via the Service,and shall not be responsible or liable for any trading or investment decisions made based on such information.
The TOU constitutes the entire agreement between you and NGEX and govern your use of the Service, superceding any prior agreements between you and NGEX.
Use of the NigeriaExchange Web Site is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and NGEX as a result of this agreement or use of the NigeriaExchange Web Site.
You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software.
The TOU and the relationship between you and NGEX shall be governed by the laws of the State of Michigan without regard to its conflict of law provisions. You and NGEX agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Oakland, Michigan.
The failure of NGEX to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision.
If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full forceand effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use ofthe Service or the TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
The section titles in the TOU are for convenience only and have no legal or contractual effect.
TRADEMARK AND COPYRIGHT
All contents of the NigeriaExchange Web Site are copyright ((c) 1999 - 2008) NGEX and/or its content suppliers. All rights reserved. NgEX!, the NgEX! logo, the animated NgEX! logo, and other NgEX! logos and product and service names are trademarks of NGEX. Without NGEX's prior permission, you agree not to display or use in any manner, the NGEX trademarks.