General Conditions
  
General Conditions
 
  The original and only legally binding version of the General Conditions is in English. Translations of the General Conditions in other languages are only indicative.
   
  GENERAL CONDITIONS
   
  This Agreement sets out the terms and conditions under which Fordaq SA, a company incorporated in Belgium under number 642.125 whose registered office is at Gulledelle 94, 1200 Brussels, Belgium ("Fordaq") offers services to a group of clients (the "Members").
   
  Access to and use of Fordaq's services, web site and Market are subject to the terms and conditions of these general conditions (the "General Conditions").
  BY USING AND ACCESSING FORDAQ'S SERVICES, WEB SITE AND MARKET, MEMBER ACCEPTS, WITHOUT LIMITATION, ALL OF THE TERMS AND CONDITIONS OF THE GENERAL CONDITIONS.
   
  Fordaq reserves the right to change these general conditions at any time. Change of these general conditions will occur by mere posting of a new and modified version of the General Conditions on Fordaq's web site.
   
  By using Fordaq's services, web site and Marketplace, Member agrees in advance that each use will be subject to the then applicable version of the General Conditions.
   
  The General Conditions, apply to all Members.
   
  1. Conditions of access
  Access to Fordaq’s services is only open to persons, businesses, companies or organisations duly registered with Fordaq.
   
  The application to become a Member is made either by completing an online registration form at /fordaq/srvMemberRegistration.html or by completing a printed registration form and sending it to Fordaq or one of its accredited representatives.
   
  Fordaq reserves the right to refuse any application in its sole discretion. If Fordaq accepts a Member application, the applicant shall upon acceptance and, if applicable, on payment of the appropriate fee (“the subscription fee”), become a Member (and “subscriber” if he has paid a subscription fee) of Fordaq for the period specified by Fordaq.
   
  The services of Fordaq are accessed by means of a user name and password provided by Fordaq. Fordaq will keep the user name and password confidential and will not make them available to third parties. The Members must not disclose the user name and password to other persons. The user name and password are personal to each Member and cannot be transferred to other Members. The Members bear full and entire liability for any use that is made of their user name and password, even though such use is not authorized or made without their knowledge. Members undertake to indemnify Fordaq for any damage resulting from any misuse or abuse of their user name and password.
   
  2. Services provided by Fordaq
   
  2.1. Marketplace services and the postman
   
  Fordaq provides its Members with a trading platform, the "Marketplace", on its web site http://www.fordaq.com/ In the marketplace, members can search offers and inquiries of their interest. Access to the details of these offers and inquiries is subject to the type of membership that members are registered to. Depending on the type of membership, members can also have the right to post inquiries and offers, send messages via the Fordaq website to buyers or sellers posting information on Fordaq, manage their own postings on Fordaq via the “my postings” function and manage messages they receive or send via the “my mailbox" function.
   
  Depending on the type of membership they have, members have an electronic business card visible on all their postings. Such electronic business card can be linked to their website, “product catalogue” and to their “Fordaq report”.
   
  Fordaq sends per email, on a regular basis, a summary of the new offers and inquiries, the “Postman”, to members on the basis of their company profile. Members may unsubscribe at any time from the “Postman” by advising Fordaq by return email.
   
  Fordaq has no control over the quality or legality of the items advertised on its website or in the postman (“the postings”), the truth or accuracy of such postings, the ability of sellers to sell items or the ability of buyers to pay for items.FORDAQ cannot ensure that a buyer or seller will actually complete a transaction.
   
  Fordaq acts as a venue and is not involved in the actual transaction between the buyer and the seller. Because FORDAQ is a venue, in the event that a member has a dispute with one or more other members the Fordaq website, members release Fordaq (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
   
  2.2. Member Directory
   
  Fordaq inserts the company information of all members in the Member Directory. Fordaq also provides its members with functions to search in the directory of members companies. Access to these search functions and details of company profiles is subject to the type of membership that members are registered to.
   
  The company information provided by Fordaq in the Member Directory is given by the Member’s themselves. Fordaq has no control over the truth or accuracy of such information.
   
  2.3. Market info
   
  Fordaq provides market information to its members (industry news, auction results, calendar of future auctions, price indices). Access to such information is subject to the type of membership that members are registered to. The information provided in this section of the website is supplied by third parties that act as information providers. Fordaq has no control over the truth or accuracy of such information.
   
  3. Pricing of the membership options of Fordaq
   
  Access to the services of Fordaq is subject to the type of membership that members are registered to. The details of the different types of memberships and of the rights associated to each of them is available at any time on the Fordaq website at the following web address: http://www.fordaq.com/fordaq/srvLicenceRegistration.html and is incorporated in these General Conditions.
   
  Fordaq reserves the right to change at any time the pricing of the membership (“the subscription fee”) as well as the scope of services offered within each of the membership options. These changes will be of application from the date of publication of these changes on its website.
   
  4. Translations
   
  Any information relating to the electronic business card, the Catalogues, the banners must be provided by the Member in one of the languages used on the Fordaq web site.
   
  The Member may also provide this information in other languages used at Fordaq. Fordaq will display each language version of these materials on the corresponding language version of its web site. If the Member provides the information in only one language, the same materials will be displayed in all the language versions of the web site. Fordaq will neither translate nor verify the exactness of translations of the information provided by the Member.
   
  The product information introduced by the Member in the product forms on the web site will be translated by Fordaq and will be displayed in the language corresponding to each language version of the web site. Fordaq will attempt to make the translations compliant with the wood-industry usage, but has no obligation of result. Product information that is introduced by the Member in the free text boxes available in the product description pages will not be translated by Fordaq.
   
  5. Privacy policy
   
  Fordaq undertakes to handle the content of any information that Members may transmit through its web site with maximum care, and store it as securely as possible.
   
  The information collected on the registration form or product description forms may be used in some cases for marketing purposes, typically to transmit to the Members information that Fordaq considers as being of their interest, such as offers and requests of certain wood products. Members wishing to cease to receive this information may unsubscribe by writing an email to info@fordaq.com
   
  For product offers and requests introduced anonymously on the Market, the identity of the Member will remain confidential until the disclosure becomes necessary in order to complete the transaction. Fordaq reserves the right to publish the name of the country of origin, the type of activities and the number of employees of the Member that enters its offers and requests anonymously, so as to permit other Members to have a basic understanding of the Member's characteristics

Fordaq also reserves the right to give to a member that has published advertising, postings or his company information in the directory, information about which members have visited the information he published.
   
  Members expressly authorize Fordaq to publish the full content of the information that they enter in the Fordaq web site.
   
  6. Optional services
   
  Fordaq enables its Members to verify a financial rating of other Members. The financial ratings are provided by Tinubu S.A., Fordaq bears no responsibility for the accuracy of these ratings. Members can buy the right to access credit ratings for 25 Euro per credit rating. Fordaq is not able to guarantee that it can provide a credit rating for all members or in all countries.
   
  7. DISCLAIMER OF WARRANTIES
   
  FORDAQ'S SERVICES, MARKET AND WEB SITE ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE, WARRANTIES OF MERCHANTABILITY OR WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. FORDAQ IS NOT RESPONSIBLE FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, STATEMENT, OFFER AND REQUEST OF WOOD PRODUCTS, WOODWORKING MACHINERY OR OTHERS ON THE MARKET AND THE FORDAQ WEB SITE. ALL ARTICLES AND MATERIALS DISPLAYED ON THE FORDAQ WEB SITE ARE FOR INFORMATION PURPOSES ONLY AND ARE NOT A SUBSTITUTE FOR SPECIFIC ADVICE.
   
  8. Limitation of liability
   
  Fordaq hereby disclaims any liability for damages suffered by Members, resulting from the behaviour of other Members (erroneous information, non-fulfilment of contract, etc.).
   
  Fordaq undertakes its best efforts to fulfil the needs of Members, but has no obligation of result whatsoever. In case of any claim by any Member against Fordaq, regardless of the basis of the claim, Fordaq will be liable only for the amount of actual proven direct loss or damages suffered by such Member, with a maximum of EUR 600.
   
  Fordaq shall not be responsible for any delay, poor functioning or service interruption of the Market Fordaq shall also not be liable for any events which are due to force majeure, or for exceptional problems capable of or affecting its performance, such as strikes, floods etc., telecommunication problems or the interference of computer viruses or generally any event which is due to a third party.
   
  A MEMBER'S USE OF THE FORDAQ SERVICES, MARKET AND WEB SITE IS AT THIS MEMBER'S OWN RISK. FORDAQ NOR ANY OF ITS SUBSIDIARIES, DIVISIONS, AFFILIATES, AGENTS, REPRESENTATIVES OR LICENSORS SHALL BE LIABLE TO ANY MEMBER OR ANYONE ELSE FOR ANY LOSS OR INJURY OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR SIMILAR DAMAGES ARISING OUT OF A MEMBER'S ACCESS OR USE OF, OR A MEMBER'S INABILITY TO ACCESS OR USE, THE FORDAQ SERVICES, MARKET OR WEB SITE OR THE INFORMATION AVAILABLE ON THE FORDAQ SERVICES, MARKET OR WEB SITE OR ARISING OUT OF ANY ACTION TAKEN IN RESPONSE TO, OR AS A RESULT OF, ANY INFORMATION AVAILABLE ON THE FORDAQ SERVICES, MARKET OR WEB SITE. MEMBER HEREBY WAIVES ANY AND ALL CLAIMS AGAINST FORDAQ AND ITS SUBSIDIARIES, DIVISIONS, AFFILIATES, AGENTS, REPRESENTATIVES AND LICENSORS ARISING OUT OF MEMBER'S USE OF THE FORDAQ SERVICES, MARKET OR WEB SITE AND THE INFORMATION AVAILABLE THEREON, SAVE FOR WHAT IS EXPRESSLY PROVIDED FOR IN THE GENERAL CONDITIONS.
   
  9. Term and termination
   
  The minimum term of the Subscription is of one year from the date of the confirmation by Fordaq - via email or fax - of the receipt of the payment for the said Subscription. At the end of this period, the Subscription will be automatically renewed for another identical period.
   
  A Member may terminate its Subscription by notifying Fordaq of the termination by ordinary mail or by e-mail.
   
  If a member wishes not to renew his license he should notify Fordaq at the latest 60 days before the end of the term of his license.
   
  Fordaq has the right to terminate the registration of a Member in case this Member does not respect the terms of the General terms and Conditions and/or acts in contradiction with generally accepted commercial uses.
   
  If a Member decides to terminate its Subscription for whatever reason, Fordaq will not owe any compensation to the Member. If Fordaq decides to terminate a Member's Subscription, then Fordaq will refund the Subscription fees paid by the Member on a pro-rata temporis basis, considering the time delay between termination and the natural expiration date of the Subscription. However, if Fordaq has terminated a Member's Subscription because of the Member's non-respect of its contractual obligations, then Fordaq will not refund any portion of the Subscription fee.
   
  10. Final dispositions
   
  Fordaq may, in its sole discretion, change the General Conditions by publishing new terms that will apply automatically upon publication on the Fordaq web site. The continued use of the Market by Members after this publication implies their acceptance to be bound by these new terms. It is the Member's liability to monitor the modifications of the General Conditions, thereby verifying their continued acceptance of the terms contained therein.
   
  Fordaq may, in its sole discretion, grant continuity of access to the Market to members who have registered with Fordaq before 12 November 2001 without payment of the annual subscription fee (the "free members").
   
  Should any disposition of the General Conditions prove to be invalid or impossible to implement, the invalidity or impossibility of implementation of such disposition will not affect the validity and enforceability of the other dispositions of the General Conditions in any way.
   
  Litigation arising between the Members and Fordaq shall be subject to Belgian law.
   
  The courts of Brussels shall have sole jurisdiction.
   
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