This website, www.nyshex.com, (“the Website”) is owned and operated by the New York Shipping Exchange, Inc., a Delaware corporation (“NYSHEX”). The terms and conditions herein (this “Agreement”), apply to any and all websites operated by NYSHEX. This Agreement is a legal contract between you and NYSHEX and applies to your use of the Website, including any information and materials therein and any software NYSHEX makes available that allows you to access the Website from a mobile device available via the Website. By accessing all or any part of this Website, you fully accept and agree to comply with all of the terms and conditions set out in this Agreement. You may not use this Website except as expressly provided in this Agreement. If you do not agree to this Agreement, you are not authorized to access and use this Website, and should exit immediately. Please read this Agreement carefully.
This Agreement does not govern your use of the NYSHEX contracting system, your use of which is governed by any (i) NYSHEX terms and policies and (ii) agreements you have entered into access and use the NYSHEX contracting system.
Your use of the Website is at your own risk. Certain information and materials have not been verified or authenticated in whole or in part by NYSHEX, and they may include inaccuracies or typographical or other errors. NYSHEX does not warrant the accuracy or timeliness of all information and materials contained on the Website. NYSHEX has no liability for any inaccuracies or other errors of our licensors, suppliers or other users.
THE INFORMATION AND MATERIALS CONTAINED ON THIS WEBSITE – INCLUDING TEXT, GRAPHICS, LINKS, OR OTHER ITEMS- ARE PROVIDED “AS IS” AND “AS AVAILABLE.” NYSHEX, AND ANY THIRD PARTY PROVIDERS DO NOT WARRANT THE ACCURACY, ADEQUACY, TIMELINESS, OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS, OMISSIONS, OR OTHER DEFECTS, OR DELAYS OR INTERRUPTIONS IN THIS INFORMATION AND/OR MATERIALS. NYSHEX DOES NOT VERIFY ANY DATA AND DISCLAIMS ANY OBLIGATION TO DO SO. THE INFORMATION ON THIS WEBSITE IS ALSO LIABILE TO CHANGE AT SHORT NOTICE. YOU SHOULD NOT RELY ON ANY INFORMATION CONTAINED IN THIS WEBSITE WITHOUT FIRST CHECKING WITH US THAT IT IS CORRECT AND UP TO DATE.
NO WARRANTY OF ANY KIND, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, SECURITY, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS. THIRD PARTIES MAY UNLAWFULLY INTERCEPT OR ACCESS TRANSMISSIONS OF PRIVATE COMMUNICATIONS AND NYSHEX MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE WEBSITE IS PROTECTED FROM VIRUSES, SECURITY THREATS, OR OTHER VULNERABILITIES OR THAT YOUR INFORMATION WILL ALWAYS BE SECURE. ANY MATERIAL, INFORMATION OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEBSITE IS DONE AT YOUR OWN RISK AND DISCRETION AND YOU ALONE WILL BE RESPONSIBLE FOR ANY DAMAGE OR LOSS TO YOU, INCLUDING AND NOT LIMITED TO YOUR COMPUTER SYSTEM, LOSS OF DATA OR LOSS OR DAMAGE TO ANY PROPERTY OR LOSS OF DATA OR LOSS OF REVENUE THAT RESULTS FORM THE DOWNLOAD OR USE OF SUCH MATERIAL.
LIMITATION OF LIABILITY
IN NO EVENT WILL NYSHEX OR ITS THIRD PARTY PROVIDERS BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE OR SYSTEM FAILURE, UNAUTHORIZED INTERCEPTION OF INFORMATION, OR OTHER SECURITY THREATS RELATING TO THE WEBSITE, EVEN IF NYSHEX OR THEIR AGENTS OR ADVISORS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
THIRD PARTY LINKS
Hyperlinks to other internet resources are used by you at your own risk. NYSHEX is not in a position to, and does not seek to, monitor or verify the content, accuracy, opinions expressed by other links provided by these resources in any way, and is not liable for any aspects of such resources or any consequences arising from your use of those resources. By providing access to the linked websites, neither NYSHEX nor its Third Party Providers are recommending, endorsing or sponsoring any aspect of those websites, including the transmission of software, downloading or uploading of content, or any goods and services available thereon. You forever hold NYSHEX and its Third Party Providers harmless from any and all claims, obligations and/or liability arising in connection with the use of any such links.
This Website and all content have been prepared for informational and/or educational purposes only without regard to any particular user’s shipping or contracting objectives, situation or means. Neither NYSHEX, the Third Party Providers, nor any of their respective affiliates, officers, directors, employees, agents or licensors are promoting one particular entity and their contracting needs, over another based on any information made available on this Website. Reliance upon any content contained on or accessed in this Website is at your own risk.
The content on this Website is not to be construed as a recommendation or solicitation to participate in the contracting or trading of the NYSHEX Forward (as defined below) with one particular entity. NYSHEX does not make any recommendations or endorsements regarding any transactions with any particular NYSHEX participant. Neither NYSHEX nor Third Party Providers shall be liable for any contracting decisions, and the resulting effects of those decisions, made based upon content provided on this Website. Nothing contained on this Website is intended to be, nor shall it be construed to be advice, legal or otherwise, for the actual forming and accepting of the NYSHEX Forward.
This Website is not directed at or intended for publication or distribution to any person in any jurisdiction where doing so would result in contravention of any applicable laws or regulations. It is the responsibility of the individual user to consider his or her legal and regulatory position in the relevant jurisdiction, the risks associated with making such contracts offered by NYSHEX, and to ensure that the use of the content of this Website and the subsequent making of any contract does not contravene any such restrictions or applicable laws and regulations of any jurisdiction. Potential users of products or services described on this Website (including those wishing to enter into contracts on the NYSHEX contracting platform) should familiarize themselves with the full contract specification of the contract being entered into and any associated information, such as any applicable legal or regulatory provisions.
Certain statements on the Website may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the US Private Securities Litigation Reform Act or similar applicable regulation. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” and the negative of these terms and other comparable terminology. Such forward-looking statements which are subject to known and unknown risks, uncertainties and assumptions about us, may include, but are not limited to, projections of our future financial performance based on our expectations and intentions and anticipated trends in our business and industry, projected benefits of the use of the NYSHEX contacting platform and the NYSHEX Forward, statements concerning NYSHEX’s plans, objectives and intentions and other statements that are not historical or current facts. Forward-looking statements are only predictions based on NYSHEX’s current expectations about future events. They involve risks and uncertainties that could cause actual results, level of activity, performance or achievements to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause NYSHEX’s results to differ materially from current expectations include but are not limited to: NYSHEX’s ability to implement its strategic initiatives, economic and market conditions and fluctuations, government and industry activity and regulation, U.S. and global competition, and other factors. These risks and uncertainties are not exhaustive and forward-looking statements are based on a number of assumptions that are subject to change. New risks and uncertainties emerge from time to time in our industry, and it is not possible to predict all risks and uncertainties, nor can we access the actual results, level of activity, performance or achievements to differ materially from those contained in any forward-looking statements. The inclusion of such projections in any report should not be regarded as a representation by NYSHEX that the projections will prove to be correct. Neither NYSHEX nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of any report to conform our prior statements to actual results or revised expectations and we do not intend to do so.
All right, title and interest in this Website, including but not limited to the text, content, all compilations of real time or other information, including all pricing and market data, any software programs, tools, applications and/or code available on or through this Website and accompanying links, photographs, images, video, audio, and graphics contained on this Website, the selection, arrangement, and the “look and feel” of this Website, are owned, licensed or controlled by NYSHEX, its applicable affiliates, its licensors or the relevant third party (“Third Party Provider”) credited as the owner or lawful provider of the content. Aspects of the content of this Website are also protected by intellectual property laws, including but not limited to copyright, trademark, trade dress, domain name, patent, trade secret, international treaties and other proprietary rights and laws of the United States.
You acknowledge and agree that NYSHEX, its applicable affiliates, and/or the Third Party Provider, as relevant, shall own all right, title and interest in the content of this Website and all intellectual property relating thereto or otherwise referenced in this Website. Nothing contained on this Website should be construed as granting, by implication, estoppel or otherwise referenced in this Agreement or right to use any of the content, trademarks, copyrights, or other proprietary material without the express written permission of NYSHEX or such other party as may own the proprietary rights therein. Any rights not expressly granted herein are reserved to NYSHEX, or its Third Party Providers, as applicable. In using or accessing this Website or its content, you further acknowledge and agree to abide by all applicable Intellectual Property laws, as well as any additional notices or restrictions contained on the Website.
You further acknowledge and agree that, unless NYSHEX, its applicable affiliate, and/or the applicable Third Party Provider give you prior written permission, you will not sell, license, rent, modify, print, collect, copy, reproduce, download, upload, transmit, disclose, distribute, disseminate, publicly display, publicly perform, publish, edit, adapt, electronically extract or scrub, compile or create derivative works from any content or materials (including, without limitation, through framing or systematic retrieval to create collections, compilations, databases or directories) or otherwise transfer any of the content to any third person (including, without limitation, others in your company or organization). You agree not to decompile, reverse-engineer or disassemble any materials, information or other content available through this Website and not to insert any code or product to manipulate the content in any way that affects the user’s experience. Unless we give you prior written permission, use of any Web browsers (other than generally available third-party browsers), engines, software, spiders, robots, avatars, agents, tools or other devices or mechanisms to navigate, search or determine this Website is strictly prohibited. You agree not to challenge (or assist any third party to challenge) the validity or enforceability of any intellectual property owned by NYSHEX or its applicable affiliates relating to this Website, its content or otherwise referenced therein, including but not limited to the patents and trademarks listed at the end of this Agreement.
TRADEMARK & COPYRIGHT
Trademarks (including but not limited to those listed at the end of this Agreement) that are used or displayed on this Website are owned by NYSHEX or by Third Party Providers. The trademarks of NYSHEX may not be copied or used, in whole, partial or modified form, without prior written permission of NYSHEX or, if applicable, the Third Party Provider. In addition, NYSHEX custom graphics, logos, button icons, scripts, and page headers are covered by trademark, trade dress, copyright or other proprietary right law, and may not be copied, imitated, or used, in whole, partial or modified form, without the prior written permission of NYSHEX.
You may not use any metatags or any other “hidden text” utilizing a NYSHEX name, trademark, or product name without the express written consent of NYSHEX. The use or misuse of these trademarks/service marks or any other content or materials, except as permitted herein, is expressly prohibited and may be in violation of Intellectual Property Laws and/or other relevant laws.
UNLAWFUL USE PROHIBITED; WEBSITE MONITORING
Use of this Website that in any manner could damage, disable, overburden or impair any NYSHEX server, or server supporting NYSHEX, or the network(s) connected to any NYSHEX server, or any server supporting NYSHEX, or interfere with any other party’s use and enjoyment of this Website is expressly prohibited.
Any attempt to gain unauthorized access to this Website or any services, other accounts, computer systems or networks connected to any NYSHEX server, or any server supporting NYSHEX, or to any of the services, through hacking, password mining, or any other means is expressly prohibited. Obtaining, or attempting to obtain, any materials or information through any means not intentionally made available through this Website are expressly prohibited. Disseminating any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, or any other form of such solicitation is expressly prohibited. Using any robot, spider, scraper, or other automated means to access the Services provided are expressly prohibited.
Taking any action that imposes an unreasonable or disproportionately large load on the NYSHEX system.
Any unlawful or prohibited use, or monitoring of this Website is expressly prohibited.
This list of prohibitions provides examples and is not complete or exclusive. NYSHEX reserves the right to terminate your access to the Website, with or without cause and with or without notice, for any reason or no reason, or for any action that NYSHEX determines is inappropriate or disruptive to the Website any other user of the Website. NYSHEX may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at NYSHEX’s discretion, NYSHEX will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Website or on the Internet. Unauthorized use of the Website may violate certain laws and regulations. NYSHEX is not required to, but reserves the right, in its sole discretion, to monitor any and all use of this Website.
If you send or transmit any communications, comments, questions, suggestions, or related materials to NYSHEX, whether by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to the Website, including but not limited to, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and NYSHEX is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that NYSHEX is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
CHOICE OF LAW
By accessing the services on our Website, you agree to be governed by the laws of the state of New York. The laws of such jurisdiction will govern all matters relating to this Agreement, and the use, or inability to use, the services, and that such laws will apply without regard to principles of conflict of laws. You agree to submit to the exclusive jurisdiction and venue of the state and federal court located in New York County, New York. This choice of jurisdiction does not prevent NYSHEX from seeking injunctive relief with respect to a violation of intellectual property rights or confidentiality obligations in any appropriate jurisdiction.
RIGHT TO REVISE THIS AGREEMENT
NYSHEX has the right at any time to revise and to otherwise modify this Agreement, and to impose new or additional terms and/or conditions on the use of the services available on or through our Website. Such additional terms and/or conditions are effective immediately and are incorporated into this Agreement when posted by NYSHEX to the Website. Use of the Website following such notice indicates your acceptance of all such additional terms and/or conditions.
REVISION/TERMINATION OF SERVICES
NYSHEX reserves the right, at any time, to modify or discontinue, temporarily or permanently, the services, information, materials and other content we offer through the Website, and/or refuse or restrict access to any such services, information, materials and other content, with or without notice at its sole discretion.
VIOLATIONS OF THIS AGREEMENT
NYSHEX reserves the right to seek all remedies available, at law and in equity, for violations of this Agreement, including the right to block access from a particular Internet Protocol Address to this Website.
The full Member Handbook which governs transactions on NYSHEX can be found here and is the responsibility of all trading NYSHEX members to review. You agree to be bound by these rules.
Alternatively, you may send a letter to New York Shipping Exchange, Inc., ATTN: Compliance, One World Trade, 60th Fl, Suite B, New York, NY 10007