The “Company” means FDR CAPITAL LLC, a limited liability company incorporated under the laws of the State of New York, having its registered office at 300 Park Avenue, 12th floor, New York, NY 10022, with registration number 150604000, duly represented herein by Mr. Maxime BATEL, its Manager.
The “Website” shall mean the Internet website operated by the Company accessible at www.goldbroker.com.
The "Client" shall mean a person who is 18 years or older and or an entity who/ which registers on the Website and who places an order for physical gold or silver.
The “Bars” or “coins” shall mean whenever used generically either silver or gold bars/coins or a combination of the two sold by the Company to the Client.
Any reference to the masculine contained herein shall be construed as including a reference to the feminine.
These General Terms and Conditions (hereinafter the GTCs) shall govern all relations between the parties and provide for the creation of an account for the Client for the purchase, sale and /or storage of the Bars/coins and shall apply to all transactions between the Client and the Company.
Client declares to have read and accepted all the rights and obligations contained herein and recognizes and accepts that any order placed on the website for the purchase of the Bars/coins is governed by these GTCs.
The Company reserves the right to modify the GTCs at any time, the changes of which shall become immediately applicable, as soon as they are posted on the Website.
By continuing to access or to use the Website Client is deemed to have accepted the changes to the GTCs.
The placing of an order on the Website constitutes an agreement for the purchase, storage and insurance of the Bars by the Company for and in the name of the Client.
The Company may also assist the Client in the sale of the Bars/coins in which case this other transaction shall be the object of a specific contract.
Due to the unpredictable nature of commodity markets the buying or selling commodity products such as the Bars/coins comprises a high degree of risk and might not be suitable for everyone. The Client declares that he/she has read and understood these GTCs and is aware of the nature and extent of his/her rights and risks when purchasing such products.
The Company declares the Bars it can provide/sell to the Client are as follows:
and guarantees that:
The Bars/coins purchased by Client through the Company remain in the vault where they are stored after purchase. All Bars have a serial number and are kept in a secured vault.
The Company only stores Bars/coins that are purchased from and recognized by the professional market.
The Company has commissioned MALCA-AMIT to be its vault operator and to manage the safe storage of the Bars/coins in Switzerland, Singapore, New York and Toronto.
The standing and reputation of MALCA-AMIT in the precious metals market guarantees that the Bars/coins stored in its vaults enjoy the highest level of security, in accordance with the requirements of the precious physical metals market standards.
The original ownership certificate is held by MALCA-AMIT and the Company shall not modify this certificate without the Client’s express consent. The certificate is kept in the vault to allow for quick resale of the Bars/coins and to avoid the risk of loss or theft.
The certificate may be posted to the Client upon request in writing.
The Company shall make its best efforts to ensure that the Bars are properly and adequately insured against theft and damage, in accordance with the insurance standards accepted by the physical precious metals industry, with the exception of the cases of terrorism and civil war. The premium for such insurance is included in the annual management fees paid to the Company for the proper care and storage of the Bars/coins.
The Company confirms that in the "Storage Agreement" entered into with MALCA-AMIT, written evidence of the insurance coverage is to be presented upon request and shall be transferred to the Client if so requested.
The Bars/coins are provided to the client at spot price at the date of purchase plus a buying commission for the Company. The buying commission to be charged is set out in the Website under the Management Fees tab.
The Bars/coins are sold at the spot price at the date of sale less a sale commission.
Once the purchase / sales price for the Bars/coins is communicated to the Client, the price is fixed thereby eliminating the risk of price movement during the physical delivery process.
The Company however reserves the right to share with the Client any un-foreseen expenses evolution (for reasons beyond its control) such as increased storage costs, customs charges and other similar unforeseen cost increases.
It is being clearly stated that should the Client withdraw the Bars/coins from the secure storage at any time prior to the expiration of the first year of storage, Client shall in no manner be entitled to any proportionate reduction in the annual management fee. In subsequent years the Client shall be reimbursed a proportionate part of the quarterly invoice on a pro rata basis.
In addition to the purchase commission, the Company shall charge a management fee to cover the costs of storage, customs, transportation and insurance. The management fee to be charged is set out in the Website under the Management Fees tab and is invoiced one year in advance for the first year and thereafter on a quarterly basis.
Should the Client fail to pay the management fee following receipt of the invoice, the Company reserves the right to refuse any request from Client to withdraw the Bars/coins from storage. The Company shall furthermore have the right to sell the Client’s Bars/coins in satisfaction of its fees. Any remaining balance after the payment of the unpaid management fees shall be transferred by the Company directly to the Client’s bank account and the contractual relationship between the parties will be terminated forthwith.
Payment by the Client to the Company may only be affected by wire transfer (directly to the Company’s bank account) or PayPal for the renewal of management fees. Payment may be made in Euro, US dollar, Swiss Francs or Pound Sterling.
The Company shall inform the Client once funds have been received and shall then proceed with the transaction. No transaction may proceed until the full contracted amount has been received by the Company.
Once the transaction is executed, the Company shall reimburse the Client by wire transfer to the Client’s bank account, any positive balance remaining in the Company’s account for that particular Client within forty-eight (48) hours following the execution of the transaction.
The Client is solely responsible for the payment of any taxes or any other similar fiscal obligations for which the Client may be liable in any jurisdiction of residency with respect to the acquisition, sale or storage of the Bars/coins. Such taxes may be added to the selling price if necessary.
The Client declares and warrants that he/she has taken tax and legal advice in all relevant jurisdictions outside the State of New York with regard to the purchase/selling of the Bars/coins.
The role of the Company is limited to that of executing the instructions received from the Client. Company does not advise the Client on the purchase or sale of silver or gold and Client is encouraged to seek proper advice from licensed financial advisors.
The Company does not have the competence to and cannot guarantee that the Client will realize any capital gain upon the eventual resale of the Bars/coins purchased.
The Company may in no way be liable in case of telecommunication means failure, whether the failure be due to the server hosting the Website, or any other website, non-receipt of emails, photocopies or letters sent by the Client.
All data accessible from the Website is posted for indication purposes and is not to be taken as a substitute for the information issued by official bodies.
The Company assumes no liability for delays or failures in the performance of its obligations if such delay or failure is due to unforeseen events beyond its control and which are deemed to constitute force majeure. Such causes that might terminate or suspend the obligations of the Company for reasons due to Force Majeure, include inter alia, Acts of God, floods, lightning, fire, earthquakes, labor disputes, shortages, rationing, energy failure, war, terrorism, riots, embargoes, governmental actions, accidents affecting the production and storage of the Company’s products, total or partial stoppage of supply, failure of the carrier, insurrections, energy suspensions, machinery breakdown, total or partial strike, administrative decisions, epidemics, explosions, third party actions, and any external event that is likely to delay, prevent or make prohibitively expensive the implementation of the Company's commitments and obligations.
The occurrence of an event constituting force majeure shall be immediately notified to the Client.
The Client will abstain from making any operation, through the intermediary of the Company that could be construed as money laundering and declares that the remittance of all and any funds which have been or which at any time in the future may be remitted for the account of the Company does not and will not constitute a money laundering offence as defined in the Bank Secrecy Act as amended by the Patriot Act and that the funds are not of illicit origin or otherwise derived from any criminal activity.
The Client hereby guarantees that the funds used for the transaction have been duly declared to the fiscal authorities of his/her country of residence and/or citizenship.
The Client will not be permitted to purchase precious metals using a bank transfer from a third-party account.
For this purpose, any User who wishes to buy precious metals from the Company must provide a copy of his passport and a proof of address.
Client accepts that he/she cannot exercise his/her right to cancel any execution order he/she has given whenever such order relates to the purchase and sale of goods and services the prices of which fluctuate in the financial markets.
The buying of precious metals being subject to the fluctuations of the financial market, the Client hereby accepts and confirms that he/she may not retract from the transaction once the email has been sent confirming that the funds have been received by the Company.
Should the law of any jurisdiction applicable in any given situation not permit for the waiver of the right to withdraw even from such transactions, the parties agree that the funds to be so returned to the Client in such a case shall be equivalent to the sums realized from the eventual resale of the Bars/coins purchased less any expenses and less the normal commission due to the Company for such transactions.
The GTCs and the legal relations resulting from their acceptance shall in all respects be governed by and interpreted in accordance with the laws of the State of New York.
Any dispute, controversy or claim arising out of or relating to the GTCs, or the breach, termination or invalidity thereof, shall be settled by arbitration in accordance with the International Arbitration Rules of the International Centre for Dispute Resolution. The number of arbitrators shall be one. The place of arbitration shall be [New York]. The language to be used in the arbitral proceedings shall be English.