AGREEMENT AND TERMS OF SERVICE FOR
ELECTRONIC CONTRACTING FOR THE PURCHASE AND SALE OF GRAIN
AND FOR WEB SERVICES ON CGBonLine.
THE FOLLOWING DESCRIBES THE TERMS ON WHICH Consolidated Grain & Barge Co., DOING BUSINESS AS CGBonLine, ("CGB") PERMITS ACCESS TO THEIR SERVICES. IF YOU ACCESS THEIR SERVICES, YOU ARE DEEMED TO HAVE AGREED TO THESE TERMS AND CONDITIONS.
THIS AGREEMENT CONTAINS AN AGREEMENT TO ARBITRATE DISPUTES.
In consideration of CGB’s agreement to furnish you with access to CGB’s services on its internet site, you ("USER") agree that the following Terms and Conditions shall govern.
Eligibility for Membership. Our services are available only to individuals who are residents of the United States and who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors. By accepting this Agreement, you represent to CGB that you are of legal age and not otherwise under any restriction or disability which would make you unable to form legally binding contracts. CGB reserves the right to refuse these services to anyone at any time, in its sole discretion.
Fees. Joining CGBonLine is free.
Termination. We may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your membership, and remove any information you place on CGB’s site if you fail to consummate any transaction made using these services or if you breach this Agreement or if we are unable to verify or authenticate any information you provide to us or if you otherwise engage in conduct which, in CGB’s sole discretion, is detrimental to the service offered hereby. CGB also reserves the right to discontinue offering these services to the public at any time.
Terms Governing Grain Purchase or Sale Contracts. Contracts for the sale and/or purchase of grain shall be subject to CGB’s standard Purchase Contract Terms. The Purchase Contract Terms may be found at the following site: https://Merchants.cgb.com/merchantsonline/contractterms.html. If this Agreement is executed electronically on the CGBonLine web site, then you acknowledge access to and the opportunity to review those Purchase Contract Terms. If this Agreement is manually executed by You, by then you hereby acknowledge receipt of a printed copy of those Purchase Contract Terms.
Electronic Data Interchange. This Agreement constitutes a prior written agreement as described in Rule 45 of the National Grain and Feed Association Grain Trade Rules. Rule 45 states: "These rules may be applied to trades that include electronic transmission and receipt of data in agreed formats in substitution for conventional paper-based documents. A party to a trade may, in lieu of written documents, transmit or receive from the other party an electronic transmission which the parties have agreed upon by prior written agreement." Transactions for the purchase and/or sale of grain may be executed electronically through the facilities of CGBonLine. You and CGB agree that the electronic transmission of data over the Internet in the forms and format provided by CGBonLine constitutes an agreed format for data concerning such transactions.
Limitation of Service. You may not sell or offer to sell more than 5,000 bushels of grain in any one transaction and may not sell or offer to sell more than 5,000 bushels of grain in any twenty-four hour period. This limit can be raised at CGB's sole discretion.
Privacy. Our then-current privacy policies posted on the internet at the location noted below are incorporated herein by reference:
No Warranty.WE AND OUR SUPPLIERS PROVIDE THE CGB WEB SITE AND OUR SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS OR IMPLIED. WE AND OUR SUPPLIERS SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Limit of Liability. IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT.
Interruption of Service. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control. By accepting these terms and conditions, you agree that CGB is not liable to you for any loss or damage which may occur as a result of an interruption of service or your inability to access our site, for whatever reason.
General Compliance with Laws. You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, listing, purchase and sale of items.
No Agency. You and CGB are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
No Advice. You acknowledge that CGB is not furnishing legal, tax, investment or other advice with respect to any transaction which you may make using CGB’s services and you agree to hold CGB harmless from any liability from any loss which you may suffer as a result of any such transaction.
Notices. Except as explicitly stated otherwise, any notices shall be given by email to the email address you provide to CGB during the registration process, or such other address as the party shall specify. Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to CGB during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.
Disputes. Any dispute between you and CGB arising out of these Terms and Conditions or out of the services provided by CGB will be settled by Arbitration pursuant to the Rules of the National Grain and Feed Association.
General. 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. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
Amendment. We may amend this Agreement at any time by posting the amended terms on our site. The amended terms shall automatically be effective upon posting on our site. This Agreement may not be otherwise amended except in a writing signed by both parties.
Agreement. You agree that, if this Agreement is accepted by means of an electronic transmission over CGBonLine, then your acceptance of these terms and conditions by selecting "Agree" below shall be deemed your signature on this Agreement.