TERMS AND
CONDITIONS
Please read the following terms and conditions ("Terms") with
care as these Terms govern the use of and access to the Services
and the Site of the User.
 1.
Use and access
 (1)
These Terms will apply to Users and the use and access to the
Service and the Site.
2.
User's Obligations
(1)
User shall be responsible for the confidentiality and use of
User ID and password (whether by the User or any person) and
for all transactions initiated through the Service. User must
use adequate security procedures and follow any reasonable instructions
given by FoodMarketExchange to User to ensure the confidentiality
of the User ID and to prevent any unauthorised person from accessing
the Service. Any
order, acceptance, and transaction made under User ID and password
shall be deemed to have been made and authorised by User.
(2)
User shall notify FoodMarketExchange promptly if User are aware
of any loss, theft or unauthorised use of the User ID.
(3)
User shall comply with all laws and regulations relating to
the Service and any products or services offered on the Site.
User shall also comply with the User Guide and all reasonable
instructions given by FoodMarketExchange to User in relation
to the Site and the Service.
(4)
User shall only use the Software to access the Service and to
carry out transactions with the counterparties through the Service.
(5)
User may not copy or modify the Software or the User Guide,
or disclose the same to any other person. User may not remove,
cover, or alter any trade name, trade mark or notice on the
Software.
(6)
User may only use the Software with equipments, softwares, and
Internet access services which meet the requirements set out
in the User Guide. User shall be responsible for obtaining,
maintaining and upgrading such equipments, softwares and Internet
access services at its own expense.
(7)
User must promptly install all updates of the Software provided
by FoodMarketExchange to User. FoodMarketExchange accepts no
responsibility for the use of any version of the Software by
User other than the most recent version that FoodMarketExchange
have provided.
(8)
User must notify FoodMarketExchange promptly If User change
its name, e-mail address or any other address or information
it has provided to FoodMarketExchange.
(9)
User agrees to be bound by all transactions
it has entered into through FoodMarketExchange. User further
agrees that orders and/or acceptances made by User shall be
considered as final and can not be cancelled or changed after
such orders are accepted or the acceptances are made as the
case may be.
3.
FoodMarketExchange's Obligations
(1)
FoodMarketExchange will use all reasonable efforts to prevent
any unauthorised access to the Service. However, FoodMarketExchange
will not be liable for any damage or loss whatsoever suffered
if any unauthorised person gains access to the Service.
(2)
FoodMarketExchange will maintain the Help Desk to answer User's
reasonable queries about using the Service and the Site. However,
FoodMarketExchange cannot commit or guarantee the response time
of the answer of such queries.
(3)
FoodMarketExchange will use its best endeavour to ensure that
the Software will perform as described in the User Guide provided
that User use it in accordance with FoodMarketExchange's instructions.
If the Software does not perform as described in the User Guide,
FoodMarketExchange's only responsibility to User will be to
repair or replace the Software. FoodMarketExchange does not
make any other representations regarding the Software and, in
particular, FoodMarketExchange does not represent that the Software
will be error free.
4.
Indemnity and Liability
(1)
User shall indemnify and hold harmless FoodMarketExchange from
and against any and all claims, losses, liabilities, costs and
expenses (including but not limited to professional fees on
a full indemnity basis) arising or which may arise out of User's
breach of these Terms including but not limited to unauthorised
use of the Software or User ID.
(2)
FoodMarketExchange will use all reasonable care in providing
the Service to User. To the extent permitted by law, FoodMarketExchange
excludes any warranties or representations regarding the Service.
(3)
FoodMarketExchange exercise no control over the content of the
information passing through the Site. FoodMarketExchange make
no warranties of any kind whether expressed or implied, for
the quality of data transfer and network downtime. FoodMarketExchange
will not be responsible for any damages from communication circuit
failure, hard disk failure including loss of data resulting
from delays, non-deliveries, mis-deliveries, or service interruption
caused by User's and third party's negligence, error or omissions.
(4)
Each Supplier shall be responsible for the information, products
and services it makes available through the Service and at the
Site. FoodMarketExchange is not responsible for, and FoodMarketExchange
will not monitor or screen, any information contained on the
Site or otherwise obtained by User through the Service, or the
products and services offered though the Service by those Suppliers.
(5)
FoodMarketExchange will not be liable for any unavailability
of the Service where it is caused by circumstances outside our
reasonable control, for example, technical or communications
breakdown, industrial action or power failure. FoodMarketExchange
will notify User of these circumstances as soon as reasonably
practical.
(6)
User shall be entirely responsible for transactions carried
out by itself and other Users and/or Suppliers or through the
Site.
5.
Confidentiality
(1)
Subject to subclause 5(2) below and the Privacy Policy, both
User and FoodMarketExchange will keep these Terms confidential
and will keep all other aspects of each other's business confidential
including, but limited to, all security procedures ("Confidential
Information").
(2)
FoodMarketExchange may disclose the Confidential Information
to any person to such extent as
.(a)
is required by applicable laws and regulations or regulatory
authorities; or
.(b)
is necessary for the purposes of any provision of the Service
and the Site; or
.(c)
is disclosed to our employees, Affiliates, agents or advisors.
6.
Intellectual Property
(1)
All rights and interests in all Intellectual Property and all
concepts, systems, and written, graphic and other material relating
to the Service owned or created by FoodMarketExchange, including
the Site and the User Guide, will remain the exclusive property
of FoodMarketExchange at all times. User agrees not to do anything
that will violate or infringe these Intellectual Property and
will take all necessary measures to preserve and protect these
rights.
(2)
All Intellectual Property in the Software shall be exclusive
property of FoodMarketExchange or its third party licensors
at all times.
7.
Termination
(1)
Either User or FoodMarketExchange may terminate these Terms
at any time by giving at least 30 days notice.
(2)
FoodMarketExchange may immediately end, suspend or restrict
User's access to the Service if:
.(a)
User breach these Terms and, if the breach can be remedied,
User fails to remedy the breach within 7 days from the day FoodMarketExchange
give notice to User requiring User to do this; or
.(b)
FoodMarketExchange must do so to comply with applicable laws
and regulations.
(3)
On termination of the Service, User will cease using those information
and documents provided by FoodMarketExchange including the Software
and the User Guide (together "Documents") and promptly returns
or destroys at FoodMarketExchange's direction all copies of
the Documents. User will delete all copies of the Documents
residing in memory on any computer at User's site.
(4)
Termination of these Terms shall not affect any accrued rights
and obligations of either parties prior to such termination.
8.
General
(1)
No information on this Site should be construed as a promotion
or solicitation for any products and services or the use of
products and services which are not authorised by applicable
laws and regulations.
(2)
Information on this Site is provided "AS IS" without warranty
of any kind.
(3)
These Terms may be varied or amended or supplemented by us from
time to time without User's prior consent.
(4)
FoodMarketExchange will give User any other notice under these
Terms by e-mail or post to User's last known address. User will
be treated as having received such notice when FoodMarketExchange
receives electronic delivery receipt notification confirming
delivery of its e-mail to User or on the second business day
after FoodMarketExchange post its notice to User.
(5)
User will give any notice under these Terms by e-mail or by
post to the address FoodMarketExchange notified to User from
time to time or on the second business day after User post the
notice to FoodMarketExchange.
(6)
FoodMarketExchange's rights and/or obligations under these Terms
may be transferred to any person. User must not transfer any
of User rights or obligations under these Terms without our
prior written consent, which FoodMarketExchange will not unreasonably
refuse.
(7)
If any of these Terms is illegal, invalid or unenforceable,
the remaining provisions of these Terms shall not be affected.
(8)
All terms relating to the Service and the Software are contained
in these Terms and in the documents referred to in them. These
Terms will prevail over any other documents purporting to have
legal effect.
(9)
These Terms shall be governed by and construed in accordance
with the laws of Thailand. and legal proceedings in connection
with these Terms may be taken in any relevant Court in Thailand.
9.
Interpretation In these Terms,
Affiliate means in relation to FoodMarketExchange, any other
person which, directly or indirectly, (i) is controlled by it;
or (ii) controls it; or (iii) is under common control with it.
Help
Desk means our help desk service described in the User Guide
and/or on our Site that User may contact during the hours (if
any).
Intellectual
Property means all rights of any nature, including inventions,
patents, copyrights, design rights, trade marks and trade names,
service marks, trade secrets, know-how and other intellectual
property rights (whether registered or unregistered by FoodMarketExchange)
and all applications for the same anywhere in the world.
. Supplier
means any provider offering products or services through the
Service.
Site
means the website at www.FoodMarketExchange.com,
(FoodMarketExchange) or any other website that FoodMarketExchange
may notify to User from time to time.
Service
means access to FoodMarketExchange server and all related systems,
including the Site, which enables User to transact with, and
obtain information, quotes, products and services from, Suppliers.
Software
means the software to be supplied by FoodMarketExchange and
provided to User with updates from time to time to enable User
to access and use the Service.
Terms
means the terms and conditions set out above as updated by FoodMarketExchange
from time to time.
User
means a user who registers as a user of the Site and has complied
with all requirements as required to enable such user to access
the Services and the Site.
User
ID means the electronic personal identification code provided
by FoodMarketExchange from time to time for the purpose of these
Terms.
User
Guide means the user documentation in relation to the Service
and the Site, as updated by FoodMarketExchange from time to
time without notification (if any). |
