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PLEASE READ THIS
AGREEMENT CAREFULLY BEFORE USING THIS SITE.
This is a binding agreement
("Agreement") between the Texas Cast Metals Association,
Inc. ("TCMA") and you ("You" or Your"). This Agreement
governs Your use of this website (www. tcmainc.org) (the
"Site"), including, without limitation, all content such as
text, information, images, contracts, software and other
downloadable material (collectively, the "Materials") and
all services (the "Services") made available to You through
this Site by TCMA and/or third parties.
BY DOWNLOADING ANY
MATERIALS, USING SERVICES OR USING THIS SITE, YOU AGREE TO
THE TERMS OF THIS AGREEMENT.
1. OWNERSHIP OF MATERIALS
All Materials and Services on
this Site are provided by TCMA unless indicated otherwise.
All intellectual property rights in the Materials and
Services (including copyrights, trademarks, service marks,
trade secrets and patents) are the property of TCMA. TCMA
retains all copyrights in the individual pages, and their
components, and collective works available at the Site.
The Materials and Services are
copyrighted and are protected by federal and worldwide
copyright laws and treaty provisions. They may not be
copied, reproduced, modified, published, uploaded, posted,
transmitted, performed, or distributed in any way, without
TCMA's prior written permission. All other names and
trademarks are the property of their respective holders.
2. SINGLE COPY LICENSE
Any unauthorized use of any
Materials or Services at this Site may violate copyright,
trademark, and other laws. You may download one copy of the
Materials found on the Site for use with the Services. This
is a license, not a transfer of title, and is subject to the
following restrictions: You may not: (a) modify the
Materials or Services or use them for any commercial
purpose, or any public display, performance, sale or rental;
(b) decompile, reverse engineer, or disassemble software
Materials or Services except and only to the extent
permitted by applicable law; (c) remove any copyright or
other proprietary notices from the Materials or Services;
(d) transfer the Materials to another person. You agree to
prevent any unauthorized copying of the Materials or
Services.
3. TERMINATION OF THIS LICENSE
TCMA may terminate this license
at any time if you are in breach of the terms of this
Agreement. Upon termination, you will immediately destroy
the Materials and cease the use of the Services.
4. SECURITY
Certain pages on this Site are
intended by TCMA to require an e-mail address and password
to access and use the Materials and Services on the Site.
Certain other Materials or Services on the Site may require
additional codes. You are solely responsible for (1)
maintaining the strict confidentiality of the e-mail
address, passwords and codes (collectively, "IDs") assigned
to you, (2) any charges, damages, or losses that may be
incurred or suffered as a result of your failure to maintain
the strict confidentiality of the IDs and (3) promptly
informing TCMA in writing of any need to deactivate an ID
due to security concerns. TCMA is not liable for any harm
related to the theft of Your IDs, your disclosure of your
IDs, or your authorization to allow another person or entity
to access and use the Site using Your IDs. You agree to
immediately notify TCMA of any unauthorized use of your IDs.
5. GENERAL DISCLAIMERS
THESE MATERIALS AND SERVICES ARE
PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF
ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, OR FITNESS FOR
ANY PARTICULAR PURPOSE, OR WARRANTIES ARISING BY COURSE OF
DEALING OR CUSTOM OR TRADE. IN NO EVENT SHALL TCMA, ITS
PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE
MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND
AGENTS BE LIABLE TO YOU OR ANY OTHER ENTITY FOR ANY AND ALL
DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, COMPENSATORY,
INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR
PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION
AND LOSS OF BUSINESS OPPORTUNITIES) ARISING OUT OF OR
RELATING TO (1) THE USE OF OR INABILITY TO USE THE MATERIALS
OR SERVICES, OR (2) RELIANCE ON THE CONTENT, MATERIALS OR
SERVICES; OR (3) ERRORS, INACCURACIES, OMISSIONS, DEFECTS,
UNTIMELINESS, SECURITY BREACHES, OR (4) ANY OTHER FAILURE TO
PERFORM BY TCMA OR TCMA'S CONTENT PROVIDERS. THE FOREGOING
SHALL APPLY REGARDLESS OF WHETHER TCMA HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. TCMA ALSO MAKES NO
REPRESENTATIONS OR WARRANTIES THAT YOUR ACCESS TO AND USE OF
THE SITE, MATERIALS OR SERVICES (1) WILL BE UNINTERRUPTED OR
ERROR-FREE, (2) IS FREE OF VIRUSES, UNAUTHORIZED CODE, OR
OTHER HARMFUL COMPONENTS, (3) IS SECURE, OR (4) WILL MEET
YOUR SATISFACTION. YOU ARE RESPONSIBLE FOR TAKING ALL
PRECAUTIONS YOU BELIEVE NECESSARY OR ADVISABLE TO PROTECT
YOU AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE
BY VIRTUE OF YOUR USE OF THE SITE.
Because some jurisdictions may
not permit each of these disclaimers and limitations, the
above limitations may not apply to you. TCMA and its
parents, subsidiaries, affiliates and their respective
members, directors, officers, employees, stockholders and
agents further do not warrant the accuracy or completeness
of the information, text, graphics, links or other items
contained within these Materials or Services. TCMA may make
changes to these Materials or Services, or to the products
described therein, at any time without notice. TCMA makes no
commitment to update the Materials or Services. Any
description of Materials or Services is not a representation
that any such Materials or Services are available for sale,
use or distribution in your location.
6. STOCK PRICE DISCLAIMER
The stock price performance
shown on the stock quotations on any TCMA site is not
necessarily indicative of future price performance. TCMA
and/or its parents, subsidiaries, affiliates and their
respective members, directors, officers employees,
stockholders and agents do not warrant or guarantee the
accuracy or completeness of the stock information provided
herein and under no circumstances will TCMA and/or its
parents, subsidiaries, affiliates and their respective
members, directors, officers employees, stockholders and
agents be liable for any loss including, but not limited to,
direct, incidental, special or consequential damages caused
by reliance on that information or for the risks of the
stock market.
7. SAFE HARBOR STATEMENT UNDER
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
From time to time, TCMA or its
representatives may have made or may make forward-looking
statements, orally or in writing. Such forward-looking
statements may be included in, but, not limited to, press
releases, oral statements made by or with the approval of an
authorized executive officer, or in this Site or other
filings made by TCMA with the Securities and Exchange
Commission. The words or phrases ''trend,'' ''expect,''
''grow,'' ''will,'' ''could,'' ''likely result,''
''planned,'' ''continued,'' ''anticipated,'' ''estimated,''
''projected,'' ''scheduled,'' ''could have,'' ''intended,''
''believes,'' ''continuing,'' ''considers,'' ''may be,''
''assessed,'' ''contingency,'' or similar expressions are
intended to identify ''forward-looking statements'' within
the meaning of the Private Securities Litigation Reform Act
of 1995. TCMA wishes to ensure that such statements are
accompanied by meaningful cautionary statements, so as to
maximize to the fullest extent possible the protections of
the safe harbor established in said Act. Accordingly, such
statements are qualified in their entirety by reference to
and are accompanied by the following discussion of certain
important factors that could cause actual results to differ
materially from such forward-looking statements.
Factors that could cause actual
results to materially differ include, without limitation,
the cyclical nature of TCMA's business, adverse economic and
market conditions, fluctuating costs of raw materials,
including steel and delays in the delivery of such raw
materials and components. Except as otherwise required by
law, TCMA expressly disclaims any obligation or undertaking
to release publicly any updates or revisions to any such
statements to reflect any change in TCMA's expectations or
any change in events, conditions or circumstances on which
any such statement is based. Accordingly, forward-looking
statements should not be relied upon as a prediction of
actual results.
8. INDEMNITY
You agree to defend, indemnify
and hold TCMA, its parents, subsidiaries, affiliates and
their respective members, directors, officers, employees,
stockholders and agents harmless against any losses,
expenses, costs or damages (including TCMA's reasonable
attorneys' fees, expert fees' and other reasonable costs of
litigation) arising from, incurred as a result of, or in any
manner related to (1) your breach of this Agreement, (2)
your unauthorized or unlawful use of the Site, the Materials
or the Services and (3) the unauthorized or unlawful use of
the Site by any other person using your IDs.
9. USER SUBMISSIONS
Unless otherwise agreed in
writing prior to your submission, any material, information
or other communication you transmit or post to this Site
will be considered non-confidential and non-proprietary
("Communications"). TCMA will have no obligations with
respect to the Communications. TCMA and its designees will
be free to copy, disclose, distribute, perform, incorporate
and otherwise use the Communications and all data, images,
sounds, text, and other things embodied therein for any and
all commercial or non-commercial purposes to the extent
permitted by applicable law. You are prohibited from posting
or transmitting to or from this Site any unlawful,
threatening, libelous, defamatory, obscene, pornographic, or
other material that would violate any law.
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Any attempt to obtain
unauthorized access or to exceed authorized access to the
Site shall be considered a trespass and computer fraud and
abuse, punishable under state and federal laws. TCMA hereby
notifies you that any or all communications with this Site
can and will be monitored, captured, recorded, and
transmitted to the authorities as deemed necessary by TCMA
in its sole discretion and without further notice.
10. COOPERATION WITH GOVERNMENT
AUTHORITIES
If necessary and in accordance
with applicable law, TCMA will cooperate with local, state,
federal, international and/or worldwide government
authorities to protect this Site, visitors, customers, TCMA,
its parents, subsidiaries, affiliates and their respective
members, directors, officers, employees, stockholders and
agents and operational providers, to prevent unauthorized
use of this Site.
11. LINKS TO OTHER MATERIALS
The linked sites are not
necessarily under the control of TCMA and TCMA is not
responsible for the content of any linked site or any link
contained in a non-affiliated linked site. TCMA reserves the
right to terminate any link or linking program at any time.
TCMA has selected the links for your convenience. The
selection or omission of links is not intended to endorse
any particular companies or products. If you decide to
access any of the third party sites linked to this Site, you
do this entirely at your own risk.
Any links to any portion
of the Site shall be the responsibility of the linking
party, and TCMA shall not be responsible for notification of
any change in name or location of any information of the
Site. TCMA reserves the right to request any website
administrator to disable or remove any link that violates
any rights of TCMA or causes interruption or deterioration
of Materials or Services provided by TCMA. Failure to abide
by this request shall be dealt with as any other
unauthorized use or access to TCMA resources.
12. APPLICABLE LAWS
This Site is controlled by TCMA
from its offices within the State of Texas. TCMA makes
no representation that Materials or Services in this Site
are appropriate or available for use in other locations, and
access to them from territories where their content is
illegal is prohibited. Those who choose to access this Site
from other locations do so on their own initiative and are
responsible for compliance with applicable local laws. You
may not use or export the Materials or Services in violation
of United States export laws or regulations. Any claim
relating to the Materials or Services shall be governed by
the internal substantive laws of the State of Texas.
13. DISPUTE RESOLUTION
Any dispute between TCMA and you
arising out of this Agreement shall be resolved first by
direct communication with one or more of TCMA's management
team members. Should TCMA and you be unable to resolve the
dispute by communication, either TCMA or you may submit any
dispute arising out of or relating to this Agreement, or the
breach thereof, to final and binding arbitration
administered by the American Arbitration Association nearest
the place of TCMA’s headquarters and pursuant to Texas
law.
The arbitrator shall fully implement the intent and
purposes of this Agreement and indemnify non-breaching
parties for and hold them harmless from all losses, costs,
and expenses (including costs of arbitration and reasonable
attorneys' fees) resulting from any breach or from defending
against any allegations of a breach determined to be
unfounded.
14. ENTIRE AGREEMENT
This Agreement, including the
Privacy Policy, which is incorporated herein by this
reference, contains the entire agreement between you and
TCMA relating to the subject matter hereof, and supersedes
any other oral or written communications relating thereto.
This Agreement may not be amended or supplemented by (1) any
document or form originated by you relating to the subject
matter hereof, or (2) statements of any of TCMA's employees.
TCMA reserves the right to make changes to this Agreement at
any time without advance notice.
TCMA agrees to post all
amended forms of this Agreement on the Site and such amended
forms shall be effective immediately upon its posting. It is
at all times your responsibility to read the most current
form of this Agreement before using the Site to ensure that
you agree to the terms and conditions of any amendments made
to this Agreement. You agree that these standards for notice
of amendments to this Agreement are reasonable.
15. TERMINATION
Your right to access and use the
Site, Materials and/or Services immediately terminates
without further notice upon your breach of this Agreement.
TCMA may terminate this Agreement and/or your right to use
the Site at any time, with or without cause. Sections 1, 5,
6, 7, 8, 9, 10, 12, 13, 15, 21 and 22 of this Agreement
survive the expiration or termination of this Agreement for
any reason whatsoever. TCMA reserves the right to
discontinue or make changes to the Site, Material and/or
Services at any time.
16. ASSIGNMENT
TCMA may assign this Agreement,
in whole or in part, in its sole discretion. You may not
assign your rights under this Agreement without TCMA's prior
written permission. Any attempt by you to assign your rights
under this Agreement without TCMA's permission shall be
void.
17. WAIVER OF BREACH
Any failure to enforce any term
or provision of this Agreement shall not be deemed a waiver
of that or any other breach of that or any other term or
provision of this Agreement. In addition, any failure to
enforce any term or provision of this Agreement shall not
constitute a waiver of a future breach of that or any other
term or provision of this Agreement.
18. FORCE MAJEURE
TCMA shall not be liable for any
failure or unavailability of the Site, the Materials and/or
the Services or failure by TCMA to perform a transaction as
a result of strikes, lockouts, calamities, acts of God,
unavailability of suppliers, the loss or destruction of
data, the determination or corruption of storage media,
power failures, natural phenomena, riots, acts of vandalism,
acts or omissions of civil or military authority, war,
terrorism or any other event beyond TCMA's control.
19. NOTICE
TCMA may deliver notice to you
under this Agreement by means of electronic mail, a general
notice on www. tcmainc.org or by written communication
delivered by first class U. S. mail to your address on
record in TCMA's account information.
You may give notice to TCMA at
any time via electronic mail to
csmith.tcma@sbcglobal.net
or by letter delivered by first class postage prepaid
U.S. mail or overnight courier to the following address:
Texas Cast Metals
Association, Inc.
6529 Cliffside Dr.
North Richland Hills, Texas 76180
Attn: Clifford Smith
If you object to any material
found on this Site, please bring your concerns to the
attention of Clifford Smith,
csmith.tcma@sbcglobal.net. The website
administrator reserves the right to remove any material
alleged to be infringing any third-party rights pending
further investigation.
20. HEADINGS
The headings of articles and
sections contained in this Agreement are for reference
purposes only and shall not affect in any way the meaning or
interpretation of this Agreement.
21. INVALIDITY
If any provision of this
Agreement shall be held, be deemed or shall in fact be,
invalid, inoperative or unenforceable as applied to any
particular case or circumstance because of the conflicts of
any provision with any law, regulation, ordinance or for any
other reason, the provision or provisions in question shall
not be invalid, inoperative or unenforceable in any other
case or circumstance, nor shall any other provision or
provisions herein contained thereby be or become invalid,
inoperative or unenforceable and such provision shall be
reformed so that it would be valid, operative and
enforceable to the maximum extent permitted in such
circumstances.
22. GENERAL
TCMA and/or its parents,
subsidiaries or affiliates may revise this Agreement at any
time by updating this posting. You agree to be bound by this
Agreement and any modifications to this Agreement occurring
prior to your continued use of the Materials or Services or
access to the Site. You should visit this Agreement from
time to time to review the then current terms of this
Agreement because they shall be equally binding on you.
Certain provisions of this Agreement may be superseded by
expressly designated legal notices or terms located on
particular pages at this Site.
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