OptContact.ru Terms of Use Agreement

Welcome to the OptContact.ru Terms of Use Agreement (the "Agreement"). This Agreement describes the terms and conditions applicable to your use of the OptContact.ru website and services available under the domain www.OptContact.ru (the "Site"). This Agreement is entered into between you as the user of the Site (the "User") and OptContact.ru .
OptContact.ru makes available a variety of products and services through this web site, any and all use of this website and/or use of features, products and services of this site is subject to these Terms of Use.

1. Application of and Acceptance of Terms and Conditions.

1.1 For purposes of this Agreement, a "User" is any person who accesses the Site for whatever purpose, regardless of whether such User has registered with OptContact.ru as a registered user or whether such User is a paying customer for a specific service provided by OptContact.ru . A User includes the person using this Site and any legal entity which may be represented by such person under actual or apparent authority.
1.2 By accessing or using the Site, you hereby agree to accept the terms and conditions set forth in this Agreement as a User, and you shall be bound by the terms and conditions of this Agreement with respect to your access or use of this Site and any further upgrade, modification, addition or change to this Site. If you do not accept all of the terms and conditions of this Agreement, please do not use this Site.
1.3 This Agreement applies to each Paid Service (as defined below) in addition to any terms and conditions that may be applicable to such specific Paid Service provided, however, that (a) in the event of any conflict or inconsistency between any provision of the terms and conditions that may be applicable to such Paid Service and any provision of this Agreement, such conflict or inconsistency shall (except as otherwise expressly provided or agreed) be resolved in a manner favorable to OptContact.ru and/or its affiliates; and (b) only to the extent that such conflict or inconsistency cannot be so resolved, the provisions of the terms and conditions applicable to such specific Paid Service shall prevail.
1.4 OptContact.ru may amend this Agreement at any time by posting the amended and restated Agreement on the Site. The amended and restated Agreement shall be effective immediately upon posting. Posting by OptContact.ru of the amended and restated Agreement and your continued use of the Site shall be deemed to be acceptance of the amended terms. This Agreement may not otherwise be modified, except in writing by an authorized officer of OptContact.ru.

2. Paid Services

2.1 Access to the Site and some features are provided to all Users free of charge. OptContact.ru reserves the right, without prior notice, to restrict access to certain areas or features of the Site.
2.2 OptContact.ru reserves the right to deny Paid Services to any User for whatever reason in order to protect OptContact.ru \'s interests.
2.3 User, by accepting these Terms of Use, acknowledges that in no event shall OptContact.ru be liable to the User or any third parties for any inability to use the Site, whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise, and for any delays, errors or omissions with respect to any communications or transmission, or any damage arising from the use of the Site. OptContact.ru can not be held responsible also for the inability of the User to use the Site or any of its features.

3. Users Generally

3.1 Each User agrees that it shall not copy, reproduce or download any information, text, images, directories, files, databases or listings available on or through the Site (the "OptContact.ru Content") for the purpose of re-selling or re-distributing the OptContact.ru Content, mass mailing (via emails, wireless text messages, physical mail or otherwise), operating a business that competes with OptContact.ru , or otherwise commercially exploiting the OptContact.ru Content. Systematic retrieval of OptContact.ru Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from OptContact.ru is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited.
3.2 Some of the OptContact.ru Content displayed on this Site is provided or posted by third parties ("Third Party Content"). Any Third Party Content is the sole responsibility of the party who provided the content. OptContact.ru is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User\'s reliance of such Third Party Content. In addition, OptContact.ru is not responsible for the conduct of any User\'s activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User\'s conduct.
3.3 OptContact.ru may allow Users access to content, products or services offered by third parties through hyperlinks to such third party\'s web site. You are cautioned to read such sites\' terms and conditions and/or privacy policies before using such sites. User acknowledges that OptContact.ru has no control over such third party\'s web site, does not monitor such sites, and OptContact.ru shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such web site.
3.4 Messages or information sent by a User through communication systems provided by the Site, or through emails, fax or letters to addressees obtained from the Site, shall not contain any of the materials described in the provisions of Section 4.4 below.
3.5 OptContact.ru reserves the right to limit, deny or create different access to the Site and its features with respect to different Users, or to change any of the features or introduce new features without prior notice. Each User acknowledges that inability to use the Site wholly or partially for whatever reason may have adverse effects on its business. Each User hereby agrees that in no event shall OptContact.ru be liable to the User or any third parties for any inability to use the Site (whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise), any delays, errors or omissions with respect to any communications or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Site or any of its features.
3.6 No User shall undertake any scheme to undermine the integrity of the computer systems or networks used by OptContact.ru and/or any other User and no User shall attempt to gain unauthorised access to such computer systems or networks.
3.7 We urge that you read OptContact.ru \'s Privacy Policy which governs the protection and use of each User\'s information in OptContact.ru \'s possession. Each User hereby accepts the Privacy Policy and any updates and amendments thereto.

4. Registered Users

4.1 Each User who has filled out an on-line registration form on the Site by giving its information (such as name, address, telephone and fax number, email address, details of its business, etc.) is a registered user of OptContact.ru (a "Registered User"). OptContact.ru will establish an account ("Account") for each Registered User and each Registered User will be assigned a user alias ("User ID") and password ("Password") for log-in access to its own Account.
4.2 OptContact.ru may assign a web-based email account with limited storage space for the User to send or receive email (the "Email Account"). The User shall be responsible for all users and the content of all the messages communicated through the Email Account, as well as the consequences of any such message.
4.3 If the Registered User is a business entity, you represent that (a) you have the authority to bind the entity to this Agreement; (b) the address you use when registering is the principal place of business of such business entity; and (c) all other information submitted to OptContact.ru during the registration process is true, accurate, current and complete. For purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office.
4.4 By becoming a Registered User, you consent to the inclusion of your personal data in our Global Buyer Database and authorize OptContact.ru to share such information with other Users.
4.5 OptContact.ru may suspend or terminate a Registered User\'s Account or Email Account at any time by giving no less than 24-hour notice to the Registered User; provided, however, that notice is not required for such termination if (a) in OptContact.ru\'s determination, there is any breach of the provisions of this Agreement by the Registered User; or (b) OptContact.ru has reasonable grounds to suspect that such information provided by a Registered User is untrue, inaccurate or is not current or complete, or (c) OptContact believes that the Registered User\'s actions may cause financial loss or legal liability to such Registered User, OptContact.ru\'s other Users, or OptContact.ru or its affiliates.
4.6 The Registered User shall not use the Email Account for junk mail, chain letters or spamming or the transmission of any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. Further, the Registered User shall not use the Email Account to publish, distribute, transmit or circulate any unsolicited advertising or promotional information or any content that is obscene, indecent, seditious, offensive, defamatory, threatening, or which incites or results in causing racial hatred, discrimination, menace or breach of confidence.
4.7 A Registered User may not sell, attempt to sell, offer to sell, give, assign or otherwise transfer an Account, User ID or Password to a third party without the prior written consent of OptContact.ru. OptContact.ru may suspend or terminate the Account of a Registered User or the transferee of a Registered User in the event of a sale, offer to sell, gift, assignment or transfer in violation of this Section.
4.8 Notwithstanding Section 4.1 above, OptContact.ru may refuse registration and deny the issuance of an Account and/or Email Account and associated User ID and Password to any User for whatever reason.

5. Users Who Post Information on OptContact.ru

5.1 You must be a Registered User in order to post information on the Site using the self-help submit and edit tools provided through the Site. Your status as a Registered User is governed by the provisions of Section 4 above and any terms and conditions applicable to the relevant Premium Service.
5.2 No sales agency relationship is created between any User and OptContact.ru, our affiliates, directors, officers or employees by virtue of OptContact.ru\'s display of any of the User\'s information on the Site.
5.3 Each User hereby represents, warrants and agrees to (a) provide OptContact.ru with true, accurate, current and complete information to be displayed on the Site and (b) maintain and promptly amend all information to keep it true, accurate, current and complete. Each User hereby grants an irrevocable, perpetual, worldwide and royalty-free, sublicensable (through multiple tiers) license to OptContact.ru to display and use all information provided by such User in accordance with the purposes set forth in this Agreement and to exercise the copyright, publicity, and database rights you have in such material or information, in any media now known or not currently known.
5.4 Each User hereby represents, warrants and agrees that it has obtained all necessary third party copyright, trademark trade secrets or patent licenses and permissions, or such other licenses or permissions as may be required in connection with any other personal or proprietary rights of any third party (including but not limited to rights of personality and rights of privacy), for any material or information it posts on the Site or provides to OptContact.ru or authorizes OptContact.ru to display. Third party copyrights, trademarks, trade secret rights, patents and other personal or proprietary rights affecting or relating to material or information displayed on the Site, including but not limited to rights of personality and rights of privacy, or affecting or relating to products that are offered or displayed on the Site, are hereafter referred to as "Third Party Rights." Each User hereby represents, warrants and agrees that it shall be solely responsible for ensuring that any material or information it posts on the Site or provides to OptContact.ru or authorizes OptContact.ru to display does not, and that the products represented thereby do not, violate any Third Party Rights, or is posted with the permission of the owner(s) of such rights. Each User hereby represents, warrants and agrees that it has the right to manufacture, offer, sell, import, export and distribute the products it offers and displays on the Site, and that such manufacture, offer, sale, importation, export and/or distribution of those products violates no Third Party Rights.
5.5 Each User hereby represents, warrants and agrees that information submitted to OptContact.ru for display on the Site shall not:
- contain fraudulent information or make fraudulent offers of items or involve the sale or attempted sale of counterfeit or stolen items or items whose sales and/or marketing is prohibited by applicable law, or otherwise promote other illegal activities;
- be part of a scheme to defraud other Users of the Site or for any other unlawful purpose;
- relate to sale of products or services that infringe or otherwise abet or encourage the infringement or violation of any third party\'s copyright, patent, trademarks, trade secret or other proprietary right or rights of publicity or privacy, or any other Third Party Rights;
- impersonate any person or entity, misrepresent your or your affiliation with any person or entity;
- violate any applicable law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
- be defamatory, libelous, unlawfully threatening or unlawfully harassing;
- be obscene or contain or infer any pornography or sex-related merchandising or any other content or otherwise promotes sexually explicit materials or is otherwise harmful to minors;
- promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
- contain any material that constitutes unauthorized advertising or harassment (including but not limited to spamming), invades anyone\'s privacy or encourages conduct that would constitute a criminal offence, give rise to civil liability, or otherwise violate any law or regulation;
- solicit business from any Users in connection with a commercial activity that competes with OptContact;
- contain any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
- link directly or indirectly to or include descriptions of goods or services that are prohibited under this Agreement;
- violate any provision in the Product Listing Policy;
- otherwise create any liability for OptContact.ru or its affiliates.
5.6 OptContact.ru reserves the right in its sole discretion to remove any material displayed on the Site which it reasonably believes is unlawful, could subject OptContact.ru to liability, violates this Agreement or is otherwise found inappropriate in OptContact.ru\'s opinion. OptContact.ru reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Furthermore, OptContact.ru may disclose the User\'s identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action, and OptContact.ru shall not be liable for damages or results thereof and User agrees not to bring any action or claim against OptContact.ru for such disclosure. In connection with any of the foregoing, OptContact.ru may suspend or terminate the Account of any User as OptContact.ru deems appropriate in its sole discretion. User agrees that OptContact.ru shall have no liability to User, including no liability for consequential or any other damages, in the event OptContact.ru takes any of the actions mentioned in this Section, and that User agrees to bear the risk that OptContact.ru may take such actions.

6. Transactions between Buyers and Suppliers
6.1 Through the Site, OptContact.ru provides an electronic web-based platform for exchanging information between buyers and suppliers of products and services. OptContact.ru does not represent the seller nor the buyer in specific transactions and does not charge any commissions from completing any transactions. As a result, OptContact.ru does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered for sale on the Site or the ability of the suppliers to complete a sale or the ability of buyers to complete a purchase.
6.2 Users are hereby made aware that there may be risks of dealing with people acting under false pretences. OptContact.ru uses several techniques to verify the accuracy of the information our users provide us when they register on the Site. However, because user verification on the Internet is difficult, OptContact.ru cannot and does not confirm each User\'s purported identity (including, without limitation, TrustPass Members and China Gold Suppliers). We encourage you to use the various tools available on the Site, as well as common sense, to evaluate with whom you are dealing.
6.3 Each User acknowledges that it is fully assuming the risks of purchase and sale transactions when using the Site to conduct transactions, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Site. Such risks shall include, but are not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery or payment, cost mis-calculations, breach of warranty, breach of contract and transportation accidents. Such risks also include the risks that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Site may violate or may be asserted to violate Third Party Rights, and the risk that User may incur costs of defense or other costs in connection with third parties\' assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants. Such risks also include the risks that consumers, other purchasers, end-users of products or others claiming to have suffered injuries or harms relating to product originally obtained by Users of the Site as a result of purchase and sale transactions in connection with using the Site may suffer harms and/or assert claims arising from their use of such products. All of the foregoing risks are hereafter referred to as "Transaction Risks.". Each User agrees that OptContact.ru shall not be liable or responsible for any damages, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks.
6.4 Users are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Site, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage.
6.5 In the event that any User has a dispute with any party to a transaction, such User agrees to release and indemnify OptContact.ru (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.

7. Copyrights and Licenses

7.1 All the Site contents, such as all the information at OptContact.ru including, but not limited to, text, graphics, logos, icons, and images belong to OptContact.ru and are expressly managed by OptContact.ru. The compilation and the design of the Site contents and the contents on the Site is the sole property of OptContact.ru and is protected by Copyright and Trademark Laws.
7.2 This site or any portion of this site can not be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose without written permission by OptContact.ru or the third party content provider to OptContact.ru. User, by accepting these Terms of Use, agrees and acknowledges that it will not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on the Site, for the purpose of re-selling or re-distributing the Site content, mass mailing, or otherwise commercially exploiting the Site content without written permission from OptContact.ru.
7.3 User further agrees to grant to OptContact.ru a non-exclusive and royalty free with the right to sublicense, reproduce, transmit, distribute, create any derivative works of, publicly use, reuse or display any materials or information you publish, transmit or provide to OptContact.ru by any means.
7.4 By User\'s acceptance of the Terms of Use, User also grants to OptContact.ru all the rights to use its name or company information in connection with the submitted materials and other information as well as in connection with any or all the advertising, marketing and promotional materials related thereto.

8. Disclaimer of Warranties & Limit of Liability

8.1 OptContact.ru makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or currentness of any information provided on this web site. Information on this web site may contain inaccuracies or typographical errors. Information may be changed or updated without notice.
8.2 User expressly understands and agrees that the use of the features and services of this web site is at User\'s own risk. OptContact.ru cannot always foresee or anticipate technical or other difficulties. These difficulties may result in loss of data or other service interruptions. Also, any material or information downloaded or otherwise obtained through the Site is done at each User\'s sole discretion and risk and each User is solely responsible for any damage to its computer system or loss of data that may result from the download of any such material.
8.3 OptContact.ru expressly disclaims 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.
8.4 OptContact.ru makes no warranty that (a) the features, products and services provided by the Site will meet User\'s requirements, (b) The service will be uninterrupted, timely, secure, or error-free, (c) The results that may be obtained from the use of the services will be accurate or reliable, (d) The quality of any products, services, information, or other material purchased or obtained by User through the features and services of this Site will meet User\'s expectations.
8.5 User expressly understands and agrees that OptContact.ru shall not be liable for any direct, indirect, special, punitive, incidental, exemplary or consequential damages or any damages whatsoever, resulting from; (a) the use or the inability to use the Site (b) any defect in goods, samples, data, information or services purchased or obtained from a User or a third-party service provider through the Site (c) Unauthorized access to or alteration of any User\'s transmissions, data or private information by third parties (d) statements or conduct of any User of the Site (e) any material, data or information posted by third parties.
8.6 Further, OptContact.ru makes no representations whatsoever about other web sites which you may access through this one. When a User accesses a web site other than OptContact.ru, User acknowledges and understands that it is independent from OptContact.ru, OptContact.ru has no control over the content on that web site, and that a link to other web site does not mean that OptContact.ru endorses or accepts any responsibility for the content, use, or products and services made available through such web site.
8.7 IN NO EVENT WILL OptContact.ru BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT OR OTHER CONSEQUENTIAL DAMAGES FOR ANY USE OF THIS WEB SITE, OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA OR OTHERWISE.
8.8 INFORMATION, FEATURES, PRODUCTS AND SERVICES ON OptContact.ru SITE IS PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS ARE HEREBY EXCLUDED.
8.9 OptContact.ru shall not be liable to the User for delays or failures in performance or disruption of the content, features or services of the Site resulting directly or indirectly from Acts of God, forces or causes beyond its reasonable control, including but not limited to, internet failures, telecommunications or any other equipment failures, electrical power failures, labor disputes, riots, disturbances, fires, flood, storms, explosions, acts of war, governmental actions, orders of domestic or international courts.

9. General Conditions

9.1 User agrees to indemnify and hold OptContact.ru and its affiliates, executives, directors and employees, harmless from any claim or demand (including legal expenses and the expenses of other professionals) made by a third party due to or arising out of User\'s breach of these Terms of Use or the documents it incorporates by reference, or User\'s violation of any law or the rights of a third party.
9.2 The Terms of Use contained within this Agreement constitute the entire agreement and understanding between OptContact.ru and the User, superseding any previous understanding(s) between OptContact.ru and the User. Furthermore, User agrees that they have not relied upon any representations or warranties that are not set forth expressly in these Terms of Use.
9.3 If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
9.4 Headings used in this Agreement are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such part or section the Agreement.

10. Governing Laws

10.1 This Terms of Use Agreement and your use of the website shall be governed and construed by the laws of the Russian Federation. Each party irrevocably agrees to be bound by any judgment rendered thereby in connection with this Terms of Use Agreement.

(Last Updated on 15.05.2009)