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Legal
TERMS OF USE FOR EMERGERS.COM
Please read these Terms Of Use carefully
before using this site. By using this site, you signify your agreement with
these Terms Of Use. If you do not agree with any of the below Terms Of Use,
do not use this site. eMergers.com reserves the right, in its sole discretion,
to modify, alter or otherwise update these Terms Of Use at any time and you
agree to be bound by such modifications, alterations or updates.
This site is
controlled and operated by:
TM Capital Corp.,
One Battery Park Plaza, 24th Floor,
New York, NY 10004.
TRADEMARKS, COPYRIGHTS AND RESTRICTIONS
All material on this site, including, but not limited to images, illustrations,
audio clips, and video clips, is protected by copyrights which are owned and
controlled by eMergers.com or by other parties that have licensed their material
to eMergers.com ("Copyrights"). By agreeing to these Terms of Use, you are expressly
granted a limited license to access, by way of your Internet Browser, and solely
for your own personal use, any of the material found on any eMergers.com web
site owned, operated, licensed or controlled by eMergers.com ("eMergers.com
Web Site Material"). Any other use of eMergers.com Web Site Material is prohibited,
including but not limited to, copying, reproducing, republishing, modifying,
uploading, posting, transmitting, or distributing in any way. In addition, the
use of any eMergers.com Web Site Material on any other Web site or networked
computer environment is prohibited. Any use of the eMergers.com Web Site Material
other than as expressly set forth in these Terms of Use is a violation of the
copyrights and/or other proprietary rights of eMergers.com.
LINKED SITES
eMergers.com, whether or not affiliated with sites which may be linked to
this site, is not responsible for their content ("Linked Sites"). The Linked
Sites are for your convenience only and you access them at your own risk.
DISCLAIMER
eMergers.com maintains the right to reject or furnish, in it sole discretion,
any information requested through this site. The materials in eMergers.com's
Web Sites are provided "as is" and without warranties of any kind either express
or implied to the fullest extent permissible pursuant to applicable law. Although
eMergers.com, provides and/or makes available information from sources it believes
to be reliable, eMergers.com does not warrant the accuracy, timeliness or completeness
of the information provided on this site, nor does it warrant the merchantability
or fitness for a particular use, or make any other express or implied warranty,
with regard to such information. While this information was believed to be accurate
as of the date prepared, eMergers.com disclaims any duty or obligation to update
such information. To the extent that any information is deemed to be a "forward-looking
statement" as defined in the rules and regulations of the Securities Act of
1933, as amended, such information is intended to fit within the "safe harbor"
for forward looking information and is subject to material risk factors which
may or may not be disclosed herein. eMergers.com does not warrant that the functions
contained in the materials will be uninterrupted or error-free, that defects
will be corrected, or that eMergers.com's Web Sites or the server that makes
them available are free of viruses or other harmful components. eMergers.com
does not warrant or make any representations regarding the use or the results
of the use of the materials in eMergers.com's Web Sites in terms of their correctness,
accuracy, reliability, or otherwise. You (and not eMergers.com) assume the entire
cost of all necessary servicing, repair or correction. Applicable law may not
allow the exclusion of implied warranties, so the above exclusion may not apply
to you. Furthermore, neither eMergers.com nor its affiliated or related entities
or its content providers are responsible or liable to any person or entity whatsoever
(including, without limitation, persons who may use or rely on such data/materials
or to whom such data/materials may be furnished) for any loss, damage (whether
actual, consequential, punitive or otherwise), injury, claim, liability or other
cause of any kind or character whatsoever based upon or resulting from any information
or opinions provided in eMergers.com's Web Sites. In the event a third party
asserts a claim against eMergers.com or its affiliated or related entities arising
from a demand by you or payment to you by the third party for a finder's fee,
you shall indemnify and hold harmless eMergers.com or its affiliated or related
entities against any liability, loss or expense (including, without limitation,
reasonable attorneys' fees) arising from or in connection with any such claim.
BROKERS, FINDERS FEES
eMergers.com shall not be liable or responsible to you for any claims for
brokerage commissions, finders' fees or similar compensation you may seek with
respect to a proposal or concept for a transaction presented by you. If you
are making the proposal on behalf of another party, you shall be solely responsible
for any finder's fee or other compensation or arrangement you may have or claim
with the other party, and we shall have no obligation or liability with respect
to any such arrangement.
SECURITIES LAW DISCLAIMER
No information in eMergers.com's Web Site should be construed as an offer
to sell or solicit an offer to buy any security. eMergers.com and its affiliated
or related entities do not provide, nor do intend to provide, legal, tax, accounting
or investment advice through this Web Site. In any event, no offer to sell or
solicitation of an offer to buy a security, product or service is made by eMergers.com,
and its affiliated or related entities or employee if such entity, individual,
security, product or service is not appropriately registered in the jurisdiction
in which such registration would be required.
SUBMISSIONS
Any material submitted to eMergers.com's Web site is the sole responsibility
of the person sending it and eMergers.com assumes no liability of any kind for
any such material.
JURISDICTIONAL ISSUES
This site is controlled and operated by eMergers.com from its offices within
the State of New York, United States of America. eMergers.com makes no representation
that materials in eMergers.com's Web Sites are appropriate or available for
use in other locations. Those who choose to access this site from other locations
do so on their own initiative and are responsible for compliance with local
laws, if and to the extent local laws are applicable. This agreement shall be
governed by, construed and enforced in accordance with the laws of the State
of New York, as it is applied to agreements entered into and to be performed
entirely within New York. Any action eMergers.com brings to enforce this agreement
or, in connection with, any matters related to this site shall be brought only
in either the state or federal courts located in New York, New York, and you
expressly consent to the jurisdiction of said courts.
SEVERABILITY & INTEGRATION
If any provision of this agreement shall be unlawful, void or for any reason
unenforceable, then that provision shall be deemed severable from this agreement
and shall not affect the validity and enforceability of any remaining provisions.
This is the entire agreement between the parties relating to the matters contained
herein and shall not be modified except in writing, signed by eMergers.com.
COMMUNICATIONS FROM EMERGERS.COM
As a condition precedent to registering with eMergers.com, you provided
eMergers.com with your mailing address ("Mailing Address") and/or an electronic
mail address ("E-Mail Address"). You hereby authorize eMergers.com to select,
at eMergers.com's sole discretion, whether to deliver any and all communications,
including, without limitation, notices and other official documents, required
in connection with any transactions ("Communications") (i) by regular or express
mail to your Mailing Address or (ii) by electronic mail to your E-Mail Address.
You also agree to immediately notify eMergers.com in writing of any change in
such addresses. You further authorize eMergers.com to deliver to you any Communication
by sending you, in lieu of such Communication (the "Underlying Communication,")
a notice (a "Notice of Delivery By Web Posting") which directs you to a page
on the World Wide Web ("Web") where the Underlying Communication is posted and
from where it can be read and printed. You agree that eMergers.com's sending
of a Notice of Delivery By Web Posting shall constitute good and effective delivery
to you of the Underlying Communication whether or not you follow the instructions
of the notice and actually access the Underlying Communication via the Web.
Communications, including but not limited to Notices of Delivery By Web Posting,
sent by eMergers.com to the E-mail Address or Mailing Address provided by you
shall, until eMergers.com receives written notice that the address has changed,
be deemed to have been personally delivered to you whether actually received
or not. Certain Communications may also be provided to you verbally. Notices
and other Communications left for you on your answering machine or voice mail
system, or otherwise, shall be deemed to have been delivered to you whether
actually received or not. At your request, eMergers.com shall deliver to you
a paper copy of any Communication required by law to be provided to you. However,
neither your request for a paper copy of any Communication nor eMergers.com's
delivery thereof by non-electronic means shall in any way imply that our electronic
delivery of such Communication did not constitute good and effective delivery
in the first instance. If your Mailing Address includes a Post Office Box or
your Mailing Address or E-mail Address is in care of a third party (whether
or not so specified) then you agree that any Communications of any nature whatsoever
sent to you at such address shall have the same force and effect as if it had
been delivered to you personally. You agree you will not, for any reason, alter
any Communications delivered to you electronically or otherwise.
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