Last Updated: November 1, 2011
We may, in our sole discretion, modify this Agreement with or without notice to you. The "Last Updated" date at the top of this Agreement will indicate when the latest modifications were made. By continuing to access and use the Services after this Agreement has been modified, you are agreeing to such modifications. If notice of modifications is provided to you and you do not agree to the modifications, we may discontinue your access to the Services at any time following such notice at our discretion.
You must be at least 13 years of age to use the Services. By providing information
to APMEX, you represent to APMEX that you are 13 years of age or older. If You are
under the age of eighteen (18), you represent that you are either an emancipated
minor, or have obtained the legal consent of your parent or legal guardian to enter
into this Agreement, submit content, participate through the Services and fulfill
the obligations set forth in this Agreement.
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II. Communications, Privacy
You expressly agree that, as part of the Services, you will receive communications by email, including promotional communications from time to time. You may stop receiving promotional alerts via email by emailing email@example.com. You may not opt out of service-related emails.
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III. Copyright; Trademarks
You acknowledge that all materials on the Services, including the Services' design, graphics, text, sounds, pictures, software and other files and the selection and arrangement thereof (collectively, "Materials"), are the property of APMEX or its licensors, and are subject to and protected by United States and international copyright and other intellectual property laws and rights. You will not obtain any ownership interest in the Materials or the Services through this Agreement or otherwise. All rights to Materials not expressly granted in this Agreement are reserved to their respective copyright owners. Except as expressly authorized by this Agreement or on the Services, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the Materials in any form or by any means, without the prior written authorization of APMEX or the respective copyright owner. APMEX authorizes you to view and download the Materials only for use on your website provided that you keep intact all copyright and other proprietary notices contained in the original Materials. You may not modify or adapt the Materials in any way or otherwise use them for any other purpose. The trademarks, service marks, trade names, trade dress and logos (collectively, " Marks") contained or described on the Services (including, without limitation, APMEX and any Marks associated with any products available on the Service) are the sole property of APMEX and/or its licensors and may not be copied, imitated or otherwise used, in whole or in part, without the prior written authorization of APMEX and/or licensors. In addition, all page headers, custom graphics, button icons and scripts are Marks of APMEX and may not be copied, imitated or otherwise used, in whole or in part, without the prior written authorization of APMEX will enforce its intellectual property rights to the fullest extent of the law.
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IV. Links; Third Party Websites
Links on the Services to third party websites and applications are provided only as a convenience to you. If you use these links, you will leave the Services. Your dealings with third parties through links to such third party websites or applications are solely between you and such third parties. You agree that APMEX and its Affiliated Parties will not be responsible or liable for any content, goods or services provided on or through these outside websites or applications or for your use or inability to use such websites or applications. You will use these links at your own risk. You are advised that other websites on the Internet, including third party websites linked from the Services, might contain material or information that some people may find offensive or inappropriate; or that is inaccurate, untrue, misleading or deceptive; or that is defamatory, libelous, infringing of others' rights or otherwise unlawful. APMEX expressly disclaims any responsibility for the content, legality, decency or accuracy of any information, and for any products and services, that appear on any third party website.
Without limiting the foregoing, your correspondence or business dealings with, participation
in promotions of or purchases from, advertisers found on or through the use of the
Services, including payment for 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. You agree that APMEX and its Affiliated
Parties 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 Services.
APMEX is not responsible for any product or service sold on or through the Services or any claims of quality or performance made on or through the Services.
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V. Disclaimer; Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND THE MATERIALS CONTAINED HEREIN ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, APMEX, ITS PARENT, SUBSIDIARIES AND OTHER AFFILIATED COMPANIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES (COLLECTIVELY, "APMEX AND ITS AFFILIATED PARTIES") EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, APMEX AND ITS AFFILIATED PARTIES MAKE NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, YOUR MOBILE DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM APMEX AND ITS AFFILIATED PARTIES OR ON OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
ALL SERVICES PURCHASED AND OBTAINED ON OR THROUGH THE SERVICE ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES OF THEIR RESPECTIVE DISTRIBUTORS AND/OR SUPPLIERS, IF ANY. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, APMEX AND ITS AFFILIATED PARTIES DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, ANY IMPLIED WARRANTIES, WITH RESPECT TO THE SERVICES (INCLUDING VIRTUAL SERVICES OR THIRD PARTY APPLICATIONS OR SUBSCRIPTIONS) LISTED OR PURCHASED ON OR THROUGH THE SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE EXPRESSLY DISCLAIM ALL LIABILITY FOR SERVICE DEFECT OR FAILURE, CLAIMS THAT ARE DUE TO NORMAL WEAR, SERVICE MISUSE, ABUSE, SERVICE MODIFICATION, IMPROPER SERVICE SELECTION AND NON-COMPLIANCE WITH ANY WRITTEN DIRECTIONS.
APMEX AND ITS AFFILIATED PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING ANY LIABILITY (I) AS A PUBLISHER OF INFORMATION, (II) FOR ANY INCORRECT OR INACCURATE INFORMATION, (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA, OR (IV) FOR ANY OTHER MATTER RELATING TO THE SERVICES. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOOD WILL, LOSS OF USE, LOSS OF DATA, COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR INFORMATION, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN APMEX AND YOU. THE INFORMATION AND SERVICES OFFERED ON AND THROUGH THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF APMEX AND AFFILIATED PARTIES FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR ANY INFORMATION OR SERVICE PURCHASED BY YOU FROM APMEX ON THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID APMEX ANY AMOUNTS FOR ANY INFORMATION OR SERVICE PRIOR TO THE DATE ON WHICH YOU FIRST ASSERT ANY CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH APMEX IS TO STOP USING THE SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE EXCLUSIONS AND LIABILITY ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
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You agree to indemnify, defend and hold harmless APMEX and its Affiliated Parties against all claims, demands, causes of action, losses, expenses, damages and costs, including any reasonable attorneys' fees, resulting or arising from or relating to your use of or conduct on the Services, any activity related to your account by you or any other person, any material that you submit to, post on or transmit through the Services, your breach of this Agreement, your infringement or violation of any rights of another, or termination of your access to the Services.
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VII. Service Usage; Termination of Usage
You are required to establish an account on the Services in order to take advantage of certain features of the Services. If you provide information on the Services, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Services, and (b) as permitted, maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is false, inaccurate, outdated or incomplete, or APMEX has reasonable grounds to suspect that such information is false, inaccurate, outdated or incomplete, ] APMEX has the right to suspend or terminate your account and prohibit any and all current or future use of the Services (or any portion thereof) by you.
You will create a username and password while completing the account registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. APMEX reserves the right to refuse registration of, or cancel, a username in its sole discretion. You agree to (a) immediately notify APMEX 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. You agree to be responsible for all actions resulting from the use of your account on the Services, including actions resulting from unauthorized use of your account prior to your taking steps to prevent such occurrence by changing your password and notifying APMEX. APMEX and its Affiliated Parties cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
You agree to use the Services only for lawful purposes, and that you are responsible for your use of the Services. You agree not to post on or transmit through the Service any unlawful, infringing, threatening, harassing, defamatory, vulgar, obscene, profane, indecent, offensive, hateful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, infringes others' intellectual property rights or otherwise violates any applicable local, state, national or international law. You agree not to use the Services in any manner that interferes with its normal operation or with any other user's use and enjoyment of the Services.
You further agree that you will not access the Services by any means except through the interface provided by APMEX for access to the Services. Creating or maintaining any link from another website or application to any page or functionality on the Services except as provided in these Terms is prohibited. Running or displaying the Services or any information or material displayed on the Services in frames or through similar means on another website or application except as provided in these Terms is prohibited. Any permitted links to the Services must comply with all applicable laws, rules, and regulations.
APMEX makes no representation that Materials contained on the Services are appropriate or available for use in jurisdictions outside the United States, or that this Agreement complies with the laws of any other country. Visitors who use the Services and reside outside the United States do so on their own initiative and are responsible for compliance with all laws, if and to the extent local laws are applicable. You agree that you will not access the Services from any territory where its contents are illegal, and that you, and not APMEX and its Affiliated Parties, are responsible for compliance with applicable local laws.
APMEX reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. Except as otherwise expressly stated in this Agreement, you agree that APMEX and its Affiliated Parties shall not be liable to you or to any third party for any modification, suspension or discontinuation of the Services.
You agree that APMEX may terminate or suspend your access to all or part of the Services, without notice, for any conduct that APMEX, in its sole discretion, believes is in violation of this Agreement or any applicable law or is harmful to the interests of another user or APMEX and its Affiliated Parties.
Sections V, VI, VII, VIII and IX shall survive any termination of this Agreement.
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VIII. Applicable Law; Jurisdiction; Dispute Resolution
It is the common goal of APMEX and you that any disagreement or dispute between APMEX and you be resolved expeditiously. APMEX and you agree that all disagreements and disputes between APMEX and you be resolved in accordance with the following paragraphs:
Forum Selection. The federal and state courts located in Oklahoma County, Oklahoma shall have exclusive jurisdiction of all disagreements and all disputes. All disagreements and all disputes shall be resolved exclusively in such federal and state courts. You hereby consent to the personal jurisdiction of those federal and state courts for the purpose of resolving such disagreements and such disputes and waive all objections to the jurisdiction of such federal and state courts.
Governing Law. This User Agreement shall be governed by, and interpreted in accordance with, the laws of the State of Oklahoma, without regard to conflict of laws principles.
Waiver of Jury Trial; Arbitration. BOTH APMEX AND YOU HEREBY WAIVE THEIR RIGHT TO TRIAL BY JURY IN CONNECTION WITH ANY DISAGREEMENT OR DISPUTE RESULTING FROM, OR IN CONNECTION, THIS USER AGREEMENT AND THE TRANSACTIONS UNDER THIS USER AGREEMENT. Both APMEX and you also waive any arbitration requirements to which they might otherwise be subject.
IX. Severability; Interpretation
If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable by a court of competent jurisdiction, the validity and enforceability of any remaining provisions shall not be affected. When used in this Agreement, the term "including" shall be deemed to be followed by the words "without limitation."
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X. Entire Agreement
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The failure of APMEX and its Affiliated Parties to insist upon strict adherence to any term of this Agreement shall not constitute a waiver of such term and shall not be considered a waiver or limit that party's right thereafter to insist upon strict adherence to that term or any other term of this Agreement.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising from or relating to use of the Services or this Agreement must be filed within one (1) year after such claim or cause of action arose, or will be forever barred. The "Disclaimer; Limitation of Liability" provisions of this Agreement are for the benefit of APMEX and its Affiliated Parties as defined herein, and each of these individuals or entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
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XII. Contact Information
If you have any comments, questions, or complaints regarding this Agreement or the Services, or wish to report any violation of this Agreement, please contact us . We will address any issue to the best of our abilities as soon as possible.
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