– Updated November 21, 2018
1.1.By accessing and visiting store.rapaport.com (the “Website”) which provides you the option to purchase Rapaport Products and/or any Information (as defined below) you contractually agree and accept these terms and conditions (the "Agreement").
1.3.This Agreement may be changed from time to time and, unless you provide written notice within three (3) business days, you agree to accept such changes as part of your contractual obligations. Such changes will be posted on the store.rapaport.com website.
2.1.The term "Rapaport" when used in this Agreement includes:
- All Rapaport and/or RapNet Diamond Trading Network Services;
- All Rapaport and RapNet pricing and information services;
- The Rapaport Magazine and Rapaport Price Lists;
- All employees, agents and consultants of Rapaport or any company which is Rapaport owned, or partially owned by Rapaport;
- Martin Rapaport and all companies owned by Martin Rapaport and their employees, agents and consultants;
All disclaimers of warranty and limitations of liability in this agreement apply to Rapaport.
2.2.The term "Service" refers to the service offered by Rapaport through the Website whereby visitors can access and purchase Rapaport Products and Information.
2.3.The terms “Rapaport Product” or “Information” are interchangeable and refer to all Rapaport supplied diamond, gem and jewelry industry related business information and products, including, but not limited to, Rapaport Price Lists, Rapaport Magazine, the Rapaport Research Report, the Rapaport Monthly Report, Rapaport News, the Rapaport Diamond Price Statistics Annual Reports, Auction Results, RapNet Diamond Trading Network and Rapaport pricing and information services, RapNet Price Lists, Rapaport Diamond Indices, RapNet Diamond Index (RAPI), RapNet diamond listings, and other related products, data and information as may be made available from time to time, in printed, electronic and/or digital format as specified on the Website.
2.4.The term “User” includes the individual or company using or accessing the Service whether or not they purchase any Rapaport Product.
3. Description of Service
3.1.Rapaport provides Users access to and the option to purchase the Rapaport Products and Information related to diamonds, gems and jewelry on the Website and any other relevant Rapaport websites.
3.2.Rapaport does not guarantee the quality, accuracy, reliability of any Information provided, nor is the Information an appraisal or guarantee of value.
3.3.Diamond grading and pricing is based on subjective methods and no guarantee is made or liability assumed as to the accuracy or validity of the Information provided by the Service or the expertise of Rapaport.
3.4.All Services provided are on an as–is basis with no Rapaport guarantees or warranties. User agrees that Rapaport is not responsible for any additional, consequential or other damages. Rapaport's liability for any damages shall be strictly limited to the purchase price paid to Rapaport for any Rapaport Products purchased through the use of the Service.
4. Access to the Service
4.1.User must provide, at their own cost, all telephone, computer, modem and other equipment and software necessary to access and use the Service and shall be responsible for all charges necessary for such access and use.
4.2.Rapaport reserves the right to refuse, restrict, suspend, limit or terminate any or all Services provided at any time for any reason
4.3.Users may not disclose RapNet or Rapaport Information or derivatives thereof to unauthorized third parties. Should Rapaport authorize disclosure of Information, it may be subject to additional licensing agreements. The Rapaport Price List and RapNet Price Lists are examples of such information.
4.4.Users are required to fully comply with the terms of this Agreement and any other Licensing Agreement, and any additional rules, procedures or service requirements, as published from time to time, as circumstances require.
4.5.Subject to the terms of this Agreement, Rapaport hereby grants Licensee a limited, non-exclusive, non-transferable, non-sub licensable, revocable license, for the term of this Agreement, to use the Service and the Information exclusively by Licensee, for Licensee's own personal use and for internal purposes only.
The various fees or pricing structure for the purchase of Rapaport Products will be displayed on the Website or any other relevant Rapaport website. Rapaport reserves the right to amend the pricing structure from time to time. Any changes will be posted on the relevant Rapaport website.Unless specified in writing on the invoice, all sales are final with no returns or refunds.
6. Technical Difficulties
From time to time technical difficulties may render the Service inoperable. Rapaport does not guarantee uninterrupted service and accepts no liability for any such interruption.
7. User Agrees not to and shall not permit or assist any other party to:
7.1.Use the Service in any way that violates the laws of the United States and/or any jurisdiction in which the User resides.
7.2.Access the Service in any unauthorized manner.
7.3.Disturb, interfere or disrupt the service, computer hardware or software providing the Service, including automatic downloads of queries via Users` computer programs and/or use or access of the Service in any manner for which it has not been designed or authorized.
7.4.Upload, post, email, transmit or make available anything that contains computer codes, viruses, files or programs that interrupt, destroy, or limit the functionality of any computer software, hardware or other equipment.
7.5.Attempt or obtain unauthorized access to any part of the Service or computer system.
7.6.Transmit any program or virus through or into the computer hardware or software used or provided by the Service.
7.7.Violate any Trademark, Copyright, License Agreement or any other agreement, Terms of Service, Trading Rules or Terms and Conditions associated with the Rapaport Product or Service.
7.8.Provide false or misleading information including but not limited to cloaking or altering the information that identifies the source, time and location of any contact made with the Service via the Internet.
7.9.Print, save, copy, download or distribute any component or feature of the Website, nor the Information provided by Rapaport, except for as otherwise provided by any other Licensing Agreement.
8. Proprietary Rights
8.1.User acknowledges and agrees that the Service, its software, the Information, including but not limited to, its components and methods of calculation, all information provided by the Service and the content of Rapaport Products (hereinafter collectively referred to as the “Rapaport Proprietary Information”) contain proprietary and confidential information. User acknowledges that that the Rapaport Proprietary Information, together with all rights, titles and interests therein, including but not limited to all related Intellectual Property rights and all other property and proprietary rights is solely and exclusively owned by Rapaport, and that such is Confidential Information of Rapaport and protected by various property and intellectual property rights owned exclusively by Rapaport, including but not limited to rights arising under various U.S. federal, U.S. state and international regulations, laws and treaties, including but not limited to, Intellectual Property rights, misappropriation laws, copyrights, database rights, trademarks and/or patents. User agrees not to copy, disclose, or use in any manner information provided by or through the Service. "Intellectual Property" shall include rights in copyrights, database rights, domain names, trademarks and service marks and all goodwill associated therewith and symbolized thereby, patents, patent applications, inventions, discoveries, concepts, improvements, know-how, confidential information, trade secrets and design rights, in each case whether registered or unregistered and including all applications and rights to apply for registration, and all similar or equivalent rights.
8.2.User recognizes that all information provided through Rapaport is copyrighted by Rapaport. User agrees to respect all intellectual property rights of Rapaport. Any copyright, trademark, logo, printed material, on-line information, or price report of Rapaport may not be used in any promotion, advertising or publication without the express written permission of Rapaport.
8.3.User acknowledges and agrees that all such rights, titles and interests in and to the Rapaport Proprietary Information, are valid, subsisting and enforceable, and that Rapaport Proprietary Information is a product of the selection, coordination, arrangement, and editing of Rapaport and its affiliates and that such efforts involve the considerable expenditure by Rapaport and its affiliates of time, effort, creativity, money and judgment.
8.4.User agrees that it shall not, directly or indirectly, do or cause to be done any act which may in any way jeopardize or adversely affect the validity or enforceability of, or otherwise infringe or misappropriate, any rights, titles and interests of Rapaport in and to the Rapaport Proprietary Information, or any Intellectual Property and any property and proprietary rights related thereto. User further agrees that it will not oppose or contest any application by Rapaport and/or any of its affiliates in connection with the Rapaport Proprietary Information, including but not limited to, any application directed to any rights subsisting therein, in the United States or elsewhere, or any application for extension of such rights.
8.5.User shall not disclose or transmit to any third party, other than an officer, director or employee of the party who needs to know such information in order for the party to enter into this contract or fulfill its obligations hereunder, any of the Rapaport Proprietary Information. In fulfilling its confidentiality obligations, the User shall use a commercially reasonable standard of care, at least the same standard of care, which it uses to protect its own similar confidential or proprietary information. The specific terms of this Agreement shall be treated as Confidential Information. Confidential Information shall not include (i) any information that is or becomes generally available to the public or to the User hereunder from sources other than Rapaport (provided that the User is aware of the source of such information and such source is not known to the User to be subject to a confidentiality agreement or obligation with regard to such information), (ii) any information that is independently developed by the User without use of or reference to information from Rapaport or (iii) any information already available to or in the possession of the User prior to delivery by the forwarding party, free of a confidentiality obligation. Notwithstanding the foregoing, either party may reveal Confidential Information to any regulatory agency or court of competent jurisdiction if such information to be disclosed is (a) approved in writing by the other party for such disclosure or (b) required by law, regulatory agency or court order to be disclosed by a party, provided, if permitted by law, that prior written notice of such required disclosure is given to the other party, except that prior written notice shall not be required to be provided prior to disclosure to a regulator having jurisdiction over the receiving party, and provided further that the providing party shall cooperate with the other party to limit the extent of such disclosure. The provisions of this Section 8 shall survive termination or expiration of this agreement without any period restriction.
8.6.Given the nature of the Confidential Information and the terms and conditions of this Agreement and the damage that would result upon unauthorized disclosure or use, the parties agree that monetary damages alone would not be a sufficient remedy for the breach or threatened breach of this Section 8. In addition to all other rights and remedies, a party will be entitled to seek specific performance and injunctive and other equitable relief as a remedy for any breach or threatened breach of Section 8 without showing actual monetary damages in connection therewith, and without requiring a bond to be posted.
9. Sanctions and Export Policy
9.1.User may not use the Service or purchase any Rapaport Products by or through the Service if he /she is the subject of U.S. sanctions or of sanctions consistent with U.S. law imposed by the governments of any country where User is using or accessing the Service. User warrants and represents that he /she is not named on any U.S. government denied or embargoed list, or denied access to or use of the Service and our Website by virtue of User`s country of residence being a U.S. embargoed country, or in violation of any U.S. export law, policy and/or regulations.
10. DISCLAIMER OF WARRANTIES
USER EXPRESSLY UNDERSTANDS AND AGREES THAT:
USE OF THE SERVICE, RAPAPORT PRODUCTS AND INFORMATION IS AT YOUR SOLE RISK; THE SERVICE, RAPAPORT PRODUCTS AND INFORMATION ARE PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND. RAPAPORT SHALL HAVE NO LIABILITY AND EXPRESSLY DISCLAIMS ALL WARRANTIES WHETHER EXPRESS OR IMPLIED AND CONDITIONS OF ANY KIND, INCLUDING BUT NOT LIMITED TO REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, OR MERCHANTABLE QUALITY OR THOSE ARISING BY LAW, STATUE, USAGE OF TRADE, OR COURSE OF DEALING. RAPAPORT ASSUMES NO RESPONSIBILITY TO USER, OR TO ANY THIRD PARTY FOR THE CONSEQUENCES OF ANY ERRORS OR OMISSIONS
RAPAPORT MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET LICENSEE`S REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT USER`S OWN DISCRETION AND RISK AND THE USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO THEIR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE USER FROM RAPAPORT OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
ANY OR ALL WARRANTY IS STRICTLY LIMITED TO THE INDIVIDUAL USER THAT HAS ACCESSED AND USES THE SERVICE. NO WARRANTY OF ANY KIND IS EXTENDED TO ANY THIRD PARTIES.
11. LIMITATIONS OF LIABILITY
USER EXPRESSLY UNDERSTANDS AND AGREES THAT RAPAPORT SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF RAPAPORT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM (I) ANY ERROR IN OR OMISSION FROM THE INFORMATION PROVIDED BY THE SERVICE; (II) THE USE OR INABILITY TO USE THE SERVICE; (III) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, PRODUCTS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (IV) UNAUTHORIZED ACCESS TO OR ALTERATIONS OF YOUR TRANSMISSIONS OR DATA; (V) STATEMENTS OF CONDUCT OF ANY THIRD PARTY AS THE RESULT OF ANY USE OF THE SERVICE; AND (VI) ALL OTHER MATTERS RELATING TO THE SERVICE.
RAPAPORT CAN PROVIDE THE INFORMATION AVAILABLE VIA THE SERVICE FOR A RELATIVELY SMALL FEE ONLY BECAUSE OF THE LIMITATIONS OF LIABILITY AND WARRANTY EXPRESSED IN THIS AGREEMENT. IN ALL INSTANCES RAPAPORT DOES NOT ASSUME ANY LIABILITY EXCEEDING THE COST OF PROCUREMENT OF THE PRODUCTS OR DATA PAID BY THE USER VIA THEIR USE OF THE SERVICE.
RAPAPORT SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR EXPENSE RESULTING FROM ANY ERROR OR OMISSION IN THE INFORMATION PROVIDED BY RAPAPORT OR THE SERVICE OR FROM USE OF THE SERVICE EVEN IF CAUSED BY OR RESULTANT FROM THE NEGLIGENCE OR OTHER FAULT (EXCEPT FRAUD, WILLFUL MISCONDUCT OR GROSS NEGLIGENCE) OF RAPAPORT.
12. Exclusions and Limitations
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. In those jurisdictions, the disallowed exclusions should be regarded as deleted and severable from this Agreement.
Notices to Users may be made via either Email or regular mail. The Service may also provide notices of changes to the terms and conditions or other matters by displaying such notices or links to revised terms and conditions on the Service. Notice to Rapaport may be made by registered mail to Rapaport USA, 133 E Warm Springs Road, Las Vegas, Nevada 89119.
14.1. Rapaport shall have the right, in its sole discretion, to terminate this Agreement for any reason at any time without cause.
14.2. Upon termination of this Agreement, User shall immediately cease using the Service. User may no longer access the Service after termination of this Agreement and shall promptly, at our option, delete any Rapaport Proprietary Information, and all copies thereof from User’s storage facilities and/or promptly return to us all originals and copies thereof, along with all documentation and other confidential information provided pursuant to this Agreement. At our request, you shall provide to us written confirmation from a director or your internal legal counsel, of compliance with this clause 14.2.
14.3. All restrictions regarding the use and distribution of the Information provided in terms of this Agreement shall survive the termination of this Agreement.
This Agreement governs the relationship between the parties and use of the Service by the Licensee and supersedes any prior agreements. This Agreement shall be governed by the laws of the State of New York, United States. The failure of Rapaport to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such rights or provisions. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in these provisions and the other provisions of this Agreement shall remain in full force and effect. User agrees that regardless of any law to the contrary any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within (6) six months after such claim or cause of action or forever be barred. The section titles of this Agreement are for convenience only and have no legal or contractual effect.
- Rapaport Price Lists
- Rapaport Magazine
- Rapaport Research Report
- Auction Results
- Diamond Price Statistics Reports
- Rapaport Academy