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Internet Arrow Limited ("IA") - a UK registered
company, registration number 4313359, registered
office being Faraday House, Electric Wharf, Coventry, CV1 4JF.
Your use of this site (& any services supplied
directly by it) is subject to the terms of this
Agreement ("Agreement"). It is a document setting
forth the rights and obligations between you and
"IA" (or "us"). You are not eligible to receive
the services until you have accepted this Agreement.
Please read this Agreement carefully. We reserve
the right to change this Agreement. See Section
5 of the Agreement below for details. In this
Agreement, "you" refers to the company or legal
entity that registers to access and use the service,
and any officers, directors, partners, personnel,
or employees that access or use the site through
that company or legal entity, whether or not such
use is authorized.
1. Service. This Agreement applies to all services,
programs, information and products that you use
or otherwise access from time to time provided
by IA through this site (collectively, the
"Service"). You have been issued an User ID for
logging onto the Service. All such codes, user
identification numbers and other passwords or
security items issued to you by IA from time
to time are referred to herein as "Access Codes"
or "Codes". You are solely responsible for the
use and proper protection of the Codes. You agree
to take all reasonable precautions to protect
the security and integrity of the Codes, and to
prevent their unauthorized use. You agree to be
responsible for all actions taken that utilize
your Codes, unless, such actions are taken by IA,
its contractors and agents without your approval.
If you become aware of any unauthorized access
or use of the Service with your Codes, you will
immediately notify IA. When you obtained an
User ID from IA, you represented to us that
you are a legitimate employee or representative
of a client Institution that deals with IA.
You represent and warrant that the information
you provided to us in obtaining the Code is accurate
and complete. You also agree to notify us immediately
at any time that information ceases to be accurate
and complete.
2. Proprietary Rights of IA. You acknowledge
and agree that IA exclusively owns or has been
licensed by third parties to use all rights, title
and interest in the Service and the information,
data, databases, images, sound recordings, audio
and visual clips and other content provided by
IA through the Service (individually and collectively,
the "content"). Nothing contained in this Agreement
conveys to you any right, title or interest in
or to the Service or any content. You shall not
remove or modify any copyright or other notice
placed on content. Internal distribution of content
should be limited to those within your organization
who are aware of the obligations imposed by this
Agreement. You shall use the Service and content
solely for your own internal use, and not for
the benefit of any third party. In no event shall
you display, circulate, publish, retransmit, redistribute,
reproduce or sell all or any part of content outside
of your business organization by any means or
medium now or hereafter created.
3. Important Disclaimers Regarding content and
Use Restrictions.
A. Global Use. IA makes no representations
that content is appropriate for use in all locations,
or that transactions, products, instruments or
services discussed are available or appropriate
for sale or use in all jurisdictions, or by all
investors or counterparties.
B. No Offers. Under no circumstances should any
content be used or considered as an offer to sell
or a solicitation of any offer to buy the securities
or any other instruments of IA or any other
issuer. Offers can only be made where lawful under
applicable law. If you wish to obtain further
details about any information contained through
this Service, we suggest that you contact a IA
representative.
C. Disclosure of Interest. IA may make a market
or deal as principal in the securities, commodities
or instruments mentioned in materials through
this Service or in options or other derivative
instruments based thereon. In addition, IA,
its shareholders, directors, officers and/or employees,
may from time to time have long or short positions
in such securities or in options, futures or other
derivative instruments based thereon. One or more
directors, officers and/or employees of IA
may be a director of the issuer of the securities
mentioned at this site. IA may have managed
or co-managed a public offering of, or acted as
initial purchaser or placement agent for a private
placement of, any of the securities of any issuer
mentioned on this Service, or may from time to
time perform investment banking or other services
for, or solicit investment banking or other business
from, mentioned companies.
D. Pricing. Actionable prices can be obtained
only on a real-time, expressly agreed upon basis.
Any indicative valuations in the content are provided
for information only. They are not an offer to
enter into, transfer and assign or terminate any
transaction, or a commitment by IA to make
such an offer. An indicative valuation may differ
substantially from an actionable value. Such estimates
do not necessarily reflect IA's internal bookkeeping
or theoretical model-based valuations. Certain
factors, which may not have been assessed for purposes
of these valuations, including, for example, notional
amounts, credit spreads, underlying volatility,
costs of carry or use of capital and profit, may
substantially affect a stated valuation. Indicative
valuations may vary significantly from indicative
valuations available from other sources. While
IA has obtained the information on which these
evaluations are based from sources it believes
reliable, IA makes no representations or warranties
with respect to any indicative valuations.
E. Hypothetical or Past Performance. Hypothetical
or simulated performance results have inherent
limitations. Unlike an actual performance record,
simulated results do not represent actual trading.
Also, since the trades have not actually been
executed, the results may have under or over-compensated
for the impact, if any, of certain market factors,
such as lack of liquidity. Simulated trading programs
in general are designed with the benefit of hindsight.
Past performance is not indicative of future results;
no representation is being made that any account
will or is likely to achieve profits or losses
similar to those shown.
F. Linked Sites. Certain links are provided which
may lead to websites maintained by third parties
over, which we have no control, including sites
maintained by IA affiliates. To the extent
permitted, we take no responsibility for the accuracy,
content or any aspect of that material and disclaim
any liability to you for such material or for
any consequence of your decision to use the links
provided or your use of such material. We also
disclaim all liability and make no representations
or warranties for any products or services sold
or provided to you by any third party, including
IA affiliates. Your purchase of products or
services through one of those other sites is subject
to agreements and/or the terms and conditions
in effect between you and the providers of products
and services at those other sites. You agree that
you shall not bring a suit or claim against IA
arising from or based on your purchase or use
of products or services through those other sites.
G. Delayed Market Information. You acknowledge
that some content available through the Service,
which appears to be in "real time" may in fact
be delayed market information.
H. No Warranty. You acknowledge that the content
provided through the Service is not intended to
be a recommendation, offer or solicitation of
any particular products or services. In addition,
the content provided represents the views and
opinions solely of the author or the indicated
source. IA does not independently verify the
accuracy or completeness of the content, nor does
IA endorse any particular content or views
expressed therein. We take no responsibility for
the accuracy, content or any aspect of the content
and disclaim any liability to you for the content
or for any consequence of your decision to use
the content. You agree that you shall independently
confirm any information presented to you through
the Service before relying on such information.
IA and its employees, contractors, agents and
various contributors to the Service have no duty
to correct or update any inaccurate or out-of-date
content.
I. Downloaded content. It is up to you to take
precautions to ensure that information and content
you download or otherwise select for you use is
free of viruses and other destructive items.
4. Termination and Renewals. This Agreement remains
in effect until terminated by you or IA. You
may terminate this Agreement upon our receipt
of your notice via e-mail or other written notice
to IA. IA may terminate this Agreement or
any Service, with or without cause, at any time
immediately upon notice via e-mail or other written
notice to the address you provide to us in the
registration process. After the termination of
this Agreement or a Service, you are not authorized
to access or use the Service or content, and you
shall cease all such access and use. If you nonetheless
access or use the Service or content in spite
of termination of the Agreement, your use of or
access to the Service or content will be subject
to the version of the Agreement then in effect
as to all current authorized users.
5. Changes. IA may make changes to the Agreement.
When we do, we will provide notice to you thirty
(30) days in advance of the change. This notice
will tell you where to go to view the changes
to the Agreement. Changes will become effective
no less than thirty days after the date we post
or send the notice, unless the notice states a
different effective date. It is your responsibility
to check the Service, your mail and/or e-mail
on a regular basis to receive important and timely
notices from IA. You always have the right
to terminate this Agreement, for any reason, at
any time. If you no longer want to comply with
this Agreement, you should terminate this Agreement.
IA may also make changes to the Service and
content. We reserve the right to do so without
prior notice to you.
6. Compliance with Laws and Rules. You agree
that you shall comply with applicable laws, rules,
regulations, ordinances and other similar national
and international requirements of the country,
state and province in which you are accessing
and using the Service and content.
7. Limitation of Liability. You acknowledge that
neither IA nor any of its officers, directors,
employees, agents, contractors or other suppliers
makes any warranties or guarantees with respect
to the Service and content, including without
limitation, warranties regarding the accuracy
or completeness of any content, and warranties
of merchantability or fitness for a particular
purpose. IA and such persons shall not be liable
to you for any loss, cost, damage or other injury,
whether in contract, tort, negligence or otherwise,
(1) arising out of or caused in whole or in part
by your or IA's or any such persons' use of
or reliance on the service or its content, or
(2) or in otherwise performing its obligation
under or in connection with this Agreement. IA
does not represent, warrant or guarantee that
the Service or content will be free from errors
or will be available at all times. Under no circumstances
will IA or its partners, employees, agents,
contractors or other suppliers be liable to you
or any third party for any punitive, consequential,
special or similar damages, even if advised of
the possibility of such damage. Because some states
or jurisdictions do not allow the exclusion or
limitation of liability for certain damages, in
such states or jurisdictions, the liability of
IA, its partners, employees, agents, contractors
or other suppliers shall be limited in accordance
with this Agreement to the extent permitted by
law. IA and its officers, directors, employees,
agents, contractors or other suppliers shall not
be liable for any loss, cost or damage due to
causes beyond their control. You understand that
IA accepts no responsibility for security of
information on the Internet.
8. General. This Agreement does not confer any
rights, remedies or benefits upon any person other
than you and IA. This Agreement may only be
amended by a written or electronic form duly accepted
and agreed to by IA and you, or in the manner
described in Section 5 above, and such amendment
shall refer to this Agreement. You may not assign
this Agreement without the prior written consent
of IA. This Agreement shall be binding on and
inure to the benefit of the parties and their
respective successors and assigns. Sections 1,
2, 4, 6, 7 and 9 shall survive termination. Should
any provision of this Agreement be held to be
void, invalid, unenforceable or illegal by a proper
legal authority, the validity and enforceability
of the other provisions shall not be affected.
9. For Users in the U.S. - Compliance with Laws
and Rules; Indemnity. You agree to abide by applicable
export control laws and not to transfer, by electronic
transmission or otherwise, any content subject
to restrictions under such laws to a national
destination prohibited under such laws, without
first obtaining, and then complying with, any
requisite government authorization. You further
agree not to upload to the Service any data or
software that cannot be exported without prior
written government authorization, including, but
not limited to, certain encryption software. This
assurance and commitment shall survive termination
of this Agreement. Offices, residents and operations
of your organization in Cuba, Iran, Iraq, Libya,
North Korea, Sudan, Syria and any other countries
that are the subject of general U.S. embargo restrictions
are not permitted to access and use the Service,
and any such access and use is a violation of
this Agreement.
You represent and warrant to IA that the information
you provide to IA in the registration process
and in other areas of the Service is true, accurate
and complete. Upon request by IA, you hereby
agree to defend, indemnify and hold harmless IA,
its officers, directors, employees, agents, contractors
or other suppliers from all liabilities, claims
and expenses, including legal fees, that arise
from a breach of this agreement for which you
are responsible, or from the use of the Service
or content. IA reserves the right to assume
the exclusive defense and control of any matter
otherwise subject to indemnification arising out
of or caused in whole or in part by your or IA's
or any such persons' use of or reliance on the
service or its content by you.
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