Постановления и Условия


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Our Terms and Conditions were last updated in August 2020.


Welcome to www.metalandsteel.com (the "website" or the "platform"), an online platform for metal and steel trading. The website is owned and controlled by Metal and Steel Limited, a company formed and operating in accordance with the laws of New Zealand (hereinafter "the Company," "we," "us," or "our").


1. Acceptance of Terms and Conditions

By accessing our website or registering a user account, you (hereinafter "user", "you" or "your") agree to be bound by these Terms and Conditions as well as our Privacy and Security Policy, which is incorporated herein by reference. Our Terms and Conditions and Privacy and Security Policy are collectively referred to as the "Agreement" or the "Terms".


PLEASE CAREFULLY READ THIS AGREEMENT BEFORE PROCEEDING TO USE THE WEBSITE. IF YOU DO NOT AGREE WITH ANY PROVISION OF THESE TERMS, PLEASE DO NOT ACCESS THE WEBSITE.


2. Additional Terms

Some services provided by the Company may require you to agree to additional terms and conditions than those stated herein. By proceeding to use such services, you expressly agree to abide by any such additional terms. In the event of any conflict between these Terms and such additional terms and conditions, the latter shall prevail.


3. Definitions

Unless expressly specified otherwise, any use of the following expressions in this Agreement shall have the meaning as defined hereunder:


Buyer refers to a user who makes use of the platform to search for and acquire products;
Listing means any request for quotations, offers of products for sale, or business profiles published on the platform;
Member or "User" means a registered user of the website;
Product means any item or service that is either offered for sale through the platform or for which a request for quotation has been posted on the platform;
Parties refers to users (buyers and sellers) who enter into any transaction or trade Agreement with each other;
Seller refers to a user who makes use of the platform to list and offer products for sale;
Service means all software features, functionality and ancillary services offered by the Company.
Subscription Fees refers to the fees payable by a user for a premium plan;
Trade Agreement refers to an agreement governing the sale-purchase transaction between users as agreed upon between the Parties.
User Account means the account created by a user on the website, which enables a user to securely log in and make use of the services.
User-Generated Content refers to the content created and posted by a user, as defined in section 10 of the Agreement.

4. Amendments

The Company reserves the right to amend these Terms to comply with any applicable laws/regulations, to reflect any changes in our business practices or any other reasons at the Company's discretion. Where the Company makes any amendments to these Terms, the Company will notify you by posting the updated Terms on the website. Unless expressly specified otherwise, any amendments to these Terms shall be effective from the date the amended Terms are posted on the website. The latest version of the Terms will supersede all previous versions. Please take the time to review these Terms regularly to familiarise yourself with any material changes. The Company also reserves the right to introduce new features and functionality, remove or modify any existing features as well as the right to discontinue the service at our sole discretion.


By continuing to use the platform after the amended Terms are posted on the website, you agree to be bound by such updated Terms.


5. The Service

The Company provides an online platform for metal and steel buyers and sellers to search, connect, and explore potential trade opportunities. All products listed on the platform or requested through the platform are posted by users. For the avoidance of any doubt, the Company is not the seller of any product listed on the platform, and the Company does not act as an agent, employer, partner or representative of any user. Any transactions or trade agreements concluded by and between any users are solely between such users, and the Company will not be a party to any such trade agreements or any disputes arising from such trade agreements.


DISCLAIMER

WHILE THE COMPANY MAKES ITS BEST EFFORT TO VERIFY USER INFORMATION, YOU ACKNOWLEDGE THAT THE COMPANY RELIES UPON THE INFORMATION PROVIDED BY THE USER; THEREFORE, WE CANNOT GUARANTEE THAT A USER IS WHO THEY CLAIM TO BE. WE DISCLAIM ALL LIABILITY ARISING OUT OF A USER'S FAILURE TO DISCLOSE ANY MATERIAL INFORMATION OR MISREPRESENTATION ON THE PLATFORM. ANY ACCEPTANCE OR APPROVAL OF A USER ACCOUNT ON THE PLATFORM DOES NOT CONSTITUTE AN ENDORSEMENT OF SUCH USER BY THE COMPANY. YOU ARE ADVISED TO EXERCISE CAUTION AND UNDERTAKE YOUR OWN INDEPENDENT RESEARCH BEFORE ENTERING INTO ANY TRADE AGREEMENTS WITH OTHER USERS.


BY USING THE SERVICE, YOU AGREE TO HOLD THE COMPANY HARMLESS AND RELEASE US FROM ANY LIABILITY OR DAMAGE ARISING OUT OF OUR ASSOCIATED WITH THE USE OF THE PLATFORM AND INFORMATION CONTAINED THEREIN. THE COMPANY WILL NOT BE RESPONSIBLE FOR THE CONDUCT OF ANY USER, WHETHER ONLINE OR OFFLINE.


Unless expressly specified otherwise, the scope of the service provided by the Company is limited to facilitating the availability of the platform features and functions.


6. Account Registration and Security

Although you can browse through the platform without signing up, you are required to create a user account to make use of the various features and functionality available on the platform. You can sign-up for a basic user account for free at www.metalandsteel.com. You will be required to provide us with all requested personal data during your account registration. You agree to provide us with correct and current information at the time of your account registration. Please note that the Company issues all user accounts at its sole discretion. We are not under any legal or moral obligation to provide a user account to any user, and we reserve the right to refuse registration of any user account without providing any reasons for our decision.


Your Privacy

All your personal data is collected and processed by the Company in accordance with our Privacy and Security Policy. Please note that when you make use of the platform, some of your personal data may be made available to other users. By providing your personal data through the platform, you represent and warrant to the Company that all such information is accurate, complete and current. You also grant us the right to share your personal data with other users as required during the course of delivering our Services. In the event of any change in your personal data, you accept full responsibility to update your personal data by accessing your user account. The Company reserves the right to terminate your user account or restrict your access to our service if we suspect that you have provided us with false information or violated any terms of this Agreement. Please carefully review our Privacy and Security Policy prior to creating your user account and do not submit any personal information if you do not agree with our practices.


Account Security

You accept that you are solely responsible and liable for any activity that occurs on your user account, and the Company will not be liable for any loss, damage, claims, costs or demands arising from or associated with any unauthorised use of your user account. You shall not use another user's account without their express consent. If you become aware of any suspicious activity on your account or if you have a reason to believe that there has been a security breach, please immediately email us at [email protected].


7. Subscription Payments, Cancellations and Refunds Policy

Metal and Steel currently offers a free basic plan as well as premium monthly and annual subscription plans to suit different business needs. All our premium plans and accompanying subscription fees are listed on our website at Features and Benefits. All subscription fees are specified and processed in USD (inclusive of applicable goods and services tax).


If you select a premium subscription plan, you will be charged according to your selected plan when you first upgrade/subscribe to the premium plan and each month or year thereafter on an automatically recurring basis until you choose to cancel your premium subscription. All premium annual subscription plans are renewed on the anniversary of your annual subscription, and all premium monthly subscriptions are renewed every consecutive 30 days period.


Payments

You can pay for your subscription fees using any major credit or debit card. All subscription payments are processed by Stripe, Inc.


By providing your payment details at the time of your subscription/upgrade, you represent that the payment information provided by you is true, correct, current, and complete and that you have the right to use the payment card to pay for your premium subscription. Please note that by subscribing to a premium plan, you are authorising the Company to charge your payment card.


You are expressly prohibited from paying or attempting to pay for your subscription through any unlawful means. The Company reserves the right at its sole discretion to cancel any payment if it appears fraudulent in any way, and take appropriate actions including but not limited to notifying the cardholder as well as relevant authorities.


All subscription fees are fully earned on the payment day, and we do not offer any pro-rata refunds should you choose to cancel your subscription before the end of your billing cycle.


Subscription plan upgrades and downgrades

You may upgrade your subscription plan at any time during your current billing cycle. When you upgrade to a premium plan, your payment method will be immediately charged according to your selected premium plan, and you will gain instant access to all the premium features available under your selected plan.


You may downgrade/cancel your subscription plan anytime before the end of your current subscription term, i.e., before your subscription auto-renews for the next term. If you choose to downgrade/cancel from a premium plan to a free plan, your downgrade will only be effective at the end of your current subscription term (i.e., end of the month, if you are currently subscribed to a monthly premium plan, and one day before the anniversary of your annual plan if you are subscribed to an annual subscription). You can downgrade your subscription plan by accessing your account settings or by sending us an e-mail at [email protected] with the words "Subscription Downgrade" in the subject line.


Non-payments

In the event we are unable to process your payment to renew your premium subscription plan, we will automatically downgrade your subscription to our free plan. You can easily upgrade your subscription to a premium plan at any time by making the full subscription payment. Please note that we will not be held responsible for any claims relating to any loss of data, loss of revenue, or lost opportunity as a result of downgrading your subscription due to the non-payment of your subscription fee.


Changes in Plans and Pricing

We reserve the right to modify any plans and subscription fees at any time by amending our plans and prices listed on our website. You will be billed for each subscription term at our then-current subscription fee, and any changes in our subscription fee will only be effective from your next subscription renewal date. If you do not agree with such a change in subscription fees, your sole remedy is to downgrade your subscription to a free plan or cease using the platform.


Refunds Policy

All subscription payments are deemed to be earned on the day of the upgrade, and we do not offer any full or partial refunds to users who no longer wish to use the service.


If the Company decides to grant a refund request, such refund will be made to the original payment card used by the user. The processing of refund payment may take time; please wait at least 15 days after the refund has been processed for the payment to appear in your account.


8. User Account Deactivation

If you wish to hide your user account from the public view on the platform, you can easily do so by sending your deactivation request by accessing "My Membership" page. Your user account will be deactivated by a Company representative upon receipt of your deactivation request. Please note that once you deactivate your user account, your user profile will no longer be publicly visible on the platform; however, this will not suspend your premium subscription, which will continue to run until the end of your current subscription term. Your premium subscription will not auto-renew while your user account is deactivated.


All your personal and business data linked to your user account will remain on the Company's database. You can easily reactivate your user account at any time by accessing your account settings. In instances where you reactivate your user account after your premium subscription term has expired, you will only have access to the free subscription plan features. You can access premium features and functionality by re-subscribing to a premium plan.


You acknowledge that although your user profile will not be publicly visible on the website after you deactivate your user account, all your personal data that was shared with other users prior to your user account deactivation will remain accessible to such third-parties.


9. User Account Termination

Termination by the Company

The Company reserves the right to terminate your user account or restrict/suspend your access to the platform at any time if:


  • The Company has received one or more serious complaints about your conduct from other users;
  • You have breached any provision of this Agreement;
  • Your conduct is harmful to the platform, the Company or any user; or
  • You have violated any applicable laws.

Please note that if your user account is terminated or restricted due to any violation of this Agreement or any applicable laws by you, you will not be eligible for any refund of subscription fees paid by you. If your account has been terminated by the Company for the reasons outlined above, you understand that you are strictly forbidden from:


  • Creating a new user account;
  • Accessing the platform through another user's account;
  • Accessing the platform through any other unauthorised mechanism.

Termination by User

You may terminate your user account at any time by contacting us at [email protected] with the words ‘account termination' in the subject line. Please note after your user account is terminated by the Company, you will no longer be able to reactivate your user account or make use of the Services offered by the Company.


10. User-Generated Content

The platform enables user account holders to upload/post content including but not limited to their personal and business details, product details, documents, logos, communication/messages, etc. (hereinafter referred to as "User-Generated Content"). You agree that you shall be solely responsible for your User-Generated Content.


You understand and accept that any User-Generated Content you upload/post on the platform can be accessed and viewed by other website visitors/users, and it can be used in accordance with the terms of the license grant as set forth in this Section 10 of the Agreement. The Company does not guarantee any confidentiality of any User-Generated Content you post/upload on the platform.


License

The Company does not claim any ownership of intellectual property in the User-Generated Content that you post on the platform. By posting/uploading any such User-Generated Content on the platform, you grant us a perpetual, worldwide, non-exclusive, royalty-free, irrevocable, and transferable license to use, copy, reproduce, display, publish, broadcast, and transmit for the purpose of delivering our service in accordance with the provisions of this Agreement including but not limited for marketing our platform. Please note that if any User-Generated Content uploaded by you on the platform contains any material that you do not own, you warrant that you have obtained all appropriate licenses/moral rights in such material to upload such material on the platform without violating any third parties legal rights.


The Company reserves the right, but is not under any legal obligation, to monitor and evaluate any User-Generated Content and move, remove, block, edit, refuse to publish, or disable access to any User-Generated Content that we, in our discretion, consider being in violation of applicable law or otherwise inappropriate or request the user to edit/delete any User-Generated Content that we deem inappropriate.


You freely consent to your User-Generated Content being altered, edited, or adapted by the Company for any reason the Company deems appropriate, including but not limited to avoid any infringement of our Terms. You understand and accept that the Company will not have any responsibility or liability for any deletion of your User-Generated Content, and the Company is not under any obligation to take legal action to enforce, settle, compromise, commence or defend any infringement, claim or action relating to your intellectual property rights in any User-Generated Content.


You represent and warrant that:


  • you are the owner of your User-Generated Content or that you have the necessary licenses, rights, consents, and permissions to post/upload your User-Generated Content on the platform;
  • you have right and authority to grant us the license to your User-Generated Content as specified in this Section 10 of the Agreement; and
  • Your User-Generated Content will not infringe any intellectual property rights of another person.

User-Generated Content Disclaimer

The Company does not warrant or make any representations as to any User-Generated Content posted on the platform by any users.


All listings posted on the Platform form part of a user's User-Generated Content and your reliance or use of any User-Generated Content on the platform is solely at your own risk. The Company will not be liable for any inaccuracies in any User-Generated Content posted on the platform by a user. It is solely your responsibility to verify and confirm the truthfulness, accuracy, and completeness of any User-Generated Content with the person or entity from whom such User-Generated Content originated.


You must warrant that you have all authorisations necessary to offer and provide the products listed by you on the platform, and all your User-Generated Content represents the actual product you provide.


If you wish to report any listing, please contact us at [email protected] with details of your complaint. You understand and accept that the Company reserves the right to, but is not under any obligation, to modify or remove any listing that it deems fit at its sole discretion.


11. Intellectual Property

All content made available by the Company through the website including without limitation, any text, graphics, logos, trademarks, audio, video, interactive features, software and the like ("Company Content") is owned by and/or licensed to the Company and subject to applicable intellectual property laws. You understand that the Company and its licensors reserve ownership and copyright in their respective intellectual property posted/uploaded on the platform. You shall not copy, modify, or transmit any part of the website.


The website contains trademarks, logos and trade names of the Company and other third parties that may be registered or otherwise protected by law. You shall not use any trademarks, logos or trade names that are posted on the website without the express written consent of the respective intellectual property owner. You may only use the Company Content in accordance with applicable laws and the provisions of this Agreement.


The Company hereby grants you a revocable, non-exclusive, and non-transferable license to use the services provided through the platform for your limited commercial purpose as set out in this Agreement. Any unauthorised use of the Company Content may result in the suspension or termination of your user account.


12. Copyright Infringement Notices

We do not condone any copyright violations. If you believe that your copyrighted content is publicly posted, uploaded, or made accessible on the website without your authorisation, please send a written notice to us at [email protected] with the following:


  • Identification of the content that is claimed to be infringing your copyrighted works (such as links to the page where such content appears and description of the material);
  • Your contact information including your name, phone number, and e-mail address;
  • A statement by you confirming that you have good faith belief that the use of the content is unauthorised;
  • A statement by you, made under penalty of perjury, confirming that all the information provided in your notice is accurate and you are either the owner of the copyrighted work or have been authorised by the owner to communicate with us regarding the copyright infringement.

We will investigate your complaint and take appropriate action as advised by our legal department.


13. No Guarantee of Sales

The Company is unable to offer sellers any guarantees as to any sales during the term of this Agreement. You understand and accept that the Company does not have any control or influence on a buyer's decision to acquire any products through the platform. Accordingly, the Company will not be held liable for your success or failure to achieve any specific financial goals during this Agreement.


14. User Obligations

All users and their authorised representatives are under obligation to:


  • Comply with all applicable laws during the use of the platform;
  • Provide sufficient information about your business including information such as your business name, description, and other relevant information;
  • Notify the Company immediately upon becoming aware of any matter, circumstances or fact that may reflect negatively on the Company or its professional reputation; and
  • Comply with all applicable laws when entering into any transactions or trade agreements with other users.

15. Prohibited Activities

  • You will not create multiple user accounts on the platform;
  • You will not use pseudonym names on your user account;
  • You will not list any product that is not relevant to the purpose of the platform;
  • You will not abuse the messaging functionality provided by the Company;
  • You will not ask other users for public or private investment;
  • You will not attempt to scam other users;
  • You will not post, upload or in any other way distribute any content that may be deemed harmful to the Company or its users;
  • You will not post, link to, communicate or distribute any content or information, either on the platform or any third-party website that questions or suggests that the Company is not independent of the users listed on the platform;
  • You will not post, upload or in any other way distribute any content or information that is false, inaccurate, misleading, fraudulent or deceptive in nature;
  • You will not, in any way, infringe any other person's copyright, patent, trademark, trade secret or other proprietary rights or intellectual property rights including but not limited to rights of publicity, confidentiality or privacy;
  • You will not delete, alter or attempt to delete or alter any legal notices, attributions, trademarks or copyright marks on any Company Content or User-Generated Content;
  • You will not post, upload or share any content that may be deemed defamatory, libellous, threatening or harassing;
  • You will not post, upload or share any content that may be deemed generally obscene, pornographic, sexually explicit, or contain any material, that we may in our sole discretion deem inappropriate;
  • You will not, intentionally or unintentionally cause harm or subvert the function of the platform by introducing any viruses, trojan horses, time bombs, cancelbots or other computer programming routines that may damage, modify, delete or interfere with any system, data or information stored on our servers;
  • You will not impersonate or falsely claim to represent a person or organisation; and
  • You will not modify, adapt, translate, or reverse engineer any portion of the website;
  • You will not scan, test or probe the vulnerability of the platform;
  • You will not breach or circumvent any security measures used by the Company to protect the platform;

If we discover that you have violated any of the aforementioned terms, we reserve the right to terminate your user account and take any appropriate legal action to ensure the safety of our users.


16. Electronic Communication

All communication between you and the Company is through electronic means, including but not limited to, when you visit our website, when you communicate with us via e-mail and when we send notices to you either through e-mail or by posting them on our website.


For the purposes of this Agreement you:


  • Consent to receive communications from the Company in an electronic form; and
  • Agree that all the Terms, notices, disclosures, and other communications that the Company provides you electronically satisfy any legal requirement that such communication should be in writing.

17. Disclaimer of Warranties; Limitation of Liability

THE PLATFORM IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE. THE COMPANY DOES NOT OFFER ANY WARRANTIES THAT (1) THE USE OF THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE; (2) ANY DEFECTS OR ERRORS IN THE WEBSITE WILL BE CORRECTED; (3) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; AND/OR (4) THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.


NEITHER THE COMPANY NOR ITS OFFICERS SHALL BE HELD LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOSSES OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY LOSS OF PROFITS OR ANTICIPATED PROFITS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF REVENUE, LOSS OF DATA OR LOSS OF REPUTATION WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR OTHERWISE. THE COMPANY AND ITS OFFICERS SHALL NOT BE HELD LIABLE FOR ANY LOSS, OR DAMAGE INCURRED BY ANY USER OR ANOTHER PERSON, INCLUDING WITHOUT LIMITATION, ARISING OUT OF OR ASSOCIATED WITH THE USE OR INABILITY TO USE THE SERVICE, ANY TRANSACTIONS ENTERED INTO BY AND BETWEEN USERS, EVEN IF THE COMPANY WAS PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.


NOTWITHSTANDING THE FOREGOING, WHERE THE LIABILITY OF THE COMPANY CANNOT BE EXCLUDED BY APPLICABLE LAW, IF PERMITTED, THE COMPANY AT IT SOLE DISCRETION SHOULD HAVE THE OPPORTUNITY TO RE-SUPPLY THE SERVICE OR REPAY THE AMOUNT PAID BY THE USER TO THE COMPANY IN THE THREE MONTHS PRECEDING THE MONTH WHEN THE CLAIM FIRST AROSE. IN NO EVENT SHALL THE COMPANY'S AGGREGATE LIABILITY TO A USER FOR ANY CLAIMS ARISING FROM THE USE OF THE SERVICE OR THIS AGREEMENT EXCEED ONE HUNDRED USD.


NOTHING IN THIS AGREEMENT SHALL ATTEMPT TO LIMIT THE COMPANY'S LIABILITY FOR ANY CONSUMER GUARANTEE, RIGHT, REMEDY, DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, FRAUD, MISREPRESENTATION OR WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED BY AGREEMENT.


ANY RISK ASSOCIATED WITH YOUR USE OF THE PLATFORM RESTS ENTIRELY WITH YOU.


18. Indemnification

You agree to release, defend, indemnify, and hold harmless the Company, its founders, employees, affiliates, subsidiaries against any claims, liabilities, charges, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with:


  • (i) the violation of these Terms by you; or
  • (ii) any violation of law by you.

19. Governing Law and Jurisdiction

This Agreement shall be governed and construed by the laws of New Zealand. Any claims arising out of this Agreement must be brought in a court of competent jurisdiction located in New Zealand.


20. Severability

If any provision of this Agreement is held to be unlawful, void, or for any reason found to be unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.


21. Assignment

The Company reserves the right to assign any of its rights and obligations to any person in its sole discretion without giving any notice to the user. A User shall not assign, transfer or in any other manner transfer any of the user's rights or obligations under these Terms to any third party without the express written consent of the Company.


22. Contact us

For any questions relating to this Agreement, please feel free to email us at [email protected].


23. Force Majeure

Neither Party shall be liable for the failure to perform any of its obligations if such failure is as a result of any Acts of God (including fire, flood, earthquake, storm, hurricane or other natural disasters), war, invasion, an act of foreign enemies, hostilities (regardless of whether war is declared), epidemic, civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalisation, government sanction, blockage, embargo, labour dispute, strike, lockout or any interruption or any failure of electricity or server, system, computer, internet or telephone service.


Copyright © 2020 Metal and Steel Limited