This Agreement is the only agreement that applies to your purchase, our sale and any resale of the Metallix 100% Recycled Gold Merchandise between You and Metallix Refining Inc. (“Agreement”), whether any part of the transaction takes place through our website, in writing or orally. Even if we do not reject the differing terms and conditions that you may propose to us along with your offer to purchase our Merchandise or resell the Merchandise, we do not accept any of your proposed terms and conditions. This Agreement is binding upon you and you accept all of its terms and conditions without change if (a) You act on any confirmations or return authorizations that we provide to you by telephone, email or mail or (b) you use our website, www.metallixrefining.com, and click on “submit” at the link at the end of the Agreement. If you do not accept the terms and conditions of this Agreement or the Price set forth in our Confirmation, You should not purchase or return Merchandise to us. Please call us at 1-800-327-7938 (“Phone Number”) for the latest price for the Merchandise because our website may not have the most recent pricing.
We are using capitalized terms as defined in this Section 2 to avoid repeating lengthy phrases. “you,” “your” and similar words refer to the individual or business entity identified in this Agreement or Order as the purchaser or reseller of Merchandise. “Merchandise” means Metallix 100% recycled gold, with a minimum gold purity of 99.99% that we manufacture in the form of (i) 1 troy ounce ingots (“Ingot”) and (ii) gold shot. “An “Order” is the information required by Section 4 contained in your request to purchase. A “Business Day” is any Monday, Tuesday, Wednesday, Thursday or Friday that is not a holiday in the states of New Jersey and North Carolina or a federal legal holiday. All Business Days begin at 8:30 a.m. and end at 5:00 p.m. Eastern Time (“Business Hours”) on the appropriate day. “we,” “us,” “our” and similar terms refer to Metallix Refining Inc. “Price” means the price that we have established per troy ounce of gold in US dollars on the date that we confirm your Order for the purchase or resale of the Merchandise and issue an confirmation order or invoice for the monies you owe to us (“Confirmation Order”). “Address” is the valid mailing address (no post office boxes) that you provide to us for which we assume you will have an individual authorized to sign for and accept delivery of the Merchandise. When we refer to our phone number or calling our office, we mean your call to 1-800-327-7938 (“Phone Number”). The gold shot minimum offer is an order having a price of at least $500 (“Gold Shot Minimum Order”). At least one (1) ingot is an ingot minimum order (“Ingot Minimum Order”). “Total Price” is the amount set forth on our invoice to you including the Price for the Merchandise ordered, applicable sales taxes, delivery costs and fees and any other items identified in such invoice that are applicable to your transaction.
To initiate a purchase of Merchandise, You must complete a request form via the Phone Number or our website for no less than a Gold Shot Minimum Order and/or an Ingot Minimum Order. Your purchase request, whether via email, on our website or to our Phone Number (“Order”), must include the following information: (a) for gold shot, a weight (in troy ounces or fractions thereof) of Merchandise for which the Price will be equal to or exceed the Gold Shot Minimum Order; (b) for Ingots, since each ingot weighs one troy ounce, the number of Ingots to equal or exceed the Ingot Minimum Order; (c) the Address and your email address for delivery of confirmations, other communications and delivery of the Merchandise; (d) the method by which you will pay us. We accept three methods of payment: (1) wire transfer to our account, (2) bank or personal check or (3) credit card through your use of PayPal (“Acceptable Payment Methods”).
If we accept your Order, we will issue a Confirmation Order that identifies the Merchandise that you ordered or are reselling and confirms the Price of each item and the Total Price. The Confirmation Order or Invoice will be our document identifying each item comprising the Total Amount you owe to us, including the Merchandise, your costs for delivery, the accepted payment methods, and the time by which you must deliver the Total Amount in available funds to us (“Payment Period”). The Confirmation Order provides a link to PayPal, if you choose to pay us by credit card. By clinking on the link to PayPal, you will be directed to PayPal’s website where you can provide PayPal (not Metallix) with your credit card and other personal information necessary to process your purchase.
Upon our issuance of the Confirmation Order, you have entered into a binding agreement with us in accordance with this Agreement to purchase and accept the Merchandise at the Price and pay the Total Amount to us within the applicable Payment Period. However, we will have no obligation to you to maintain the Price provided in the Confirmation Order or ship the Merchandise unless you have paid us the Total Amount in cleared funds in accordance within the Payment Period applicable to the payment method you selected as described in Section 6.
A. You agree to pay us the Total Amount within the Payment Period applicable to the method of payment you select:
i. Payment by personal or certified bank check. Payment by personal check will be accepted for orders of $10,000.00 or less. All orders over $10,000.00 must be paid by wire transfer, certified bank check, or credit card through PayPal if PayPal authorizes payment to Metallix. We must receive your personal or certified bank check for the Total Amount within 5 Business Days of the date of the Confirmation Order date to maintain the Price of the Merchandise. You should be aware that funds take from two to ten days to clear. We will ship your Order within 3-5 Business Days after your payment has cleared.
ii. Payment by Wire Transfer. If you are paying the Total Amount for your purchase by wire transfer to our account in accordance with the instructions on the Confirmation Order, we must receive the entire Total Amount in readily available funds within 3 Business Days after the date of Confirmation Order to maintain the Price of the Merchandise. You are responsible to your financial institution for any fees associated with the wire transfer. We will ship your Order within 3-5 business days of your funds clearing.
iii. Payment by PayPal. If you are paying the Total Amount by credit card through PayPal, You must use the link we provide to process your credit card payment through PayPal within 3 Business Days after the date of the Confirmation Order. We must receive confirmation from PayPal of your credit card company’s approval of the Total Amount before the expiration of the third (3d) Business Day after the date of the Confirmation Order to maintain the Price set forth on the Confirmation Order. We will ship your Merchandise within 3-5 Business Days after our receipt of cleared funds through PayPal.
B. If we do not receive the Total Amount within the Payment Period applicable to the payment method you selected, your Order shall not be binding on us and we shall have no obligation to fill your Order as agreed to in the Confirmation Order. We shall not have any liability to You, whether arising in tort, contract, warranty or any cause of action, for any loss or damage, including without limitation, your or any third party’s lost profits or other consequential damages for delay in shipping the confirmed Merchandise or change in Price after the date of the Confirmation Order.
We will permit you to return Merchandise to us in exchange for the Price you paid if you comply with both the Merchandise Condition requirements in subsection A below and General Requirements for returning Merchandise described in subsection B of this Section 7. Your return of any Merchandise constitutes your binding acceptance of and agreement to these provisions.
A. Merchandise Conditions. All returned Merchandise must conform to your description of it in the return request, including the condition and weight and each of the following requirements that are applicable to the form of Merchandise You are returning:
i. Condition of Ingots. You must return ingots to us in their original packaging, and without damage or scratches of any kind to the ingot itself. If the ingots are not in their original packaging and the ingots are damaged or scratched, we will not issue a refund in the amount of the Price because the ingots will have to be remanufactured. Instead, we will refer you to www.metallixdirectgold.com (Metallix Direct Gold) where you may sell the ingots as scrap gold, or we will return the damaged Merchandise to you, as you direct by email or telephone. Metallix Direct Gold is on the same premises as Metallix 100% Recycled Gold, so the Merchandise does not have to be re-shipped if you accept Metallix Direct Gold’s offer to purchase the gold from you.
ii. Condition of Gold Shot. You must return the gold shot to us in its original packaging, with the original bag un-penetrated and the bag seal intact. If the bag has been penetrated or the bag seal is not intact, we cannot confirm the gold is original Metallix 100% recycled gold shot because the gold shot does not have any original markings and we will not issue a refund in the amount of the Price. Instead, we will refer you to www.metallixdirectgold.com (Metallix Direct Gold) where you may sell the gold shot as scrap gold, or we will return the damaged Merchandise to you, as you direct by email or telephone. Metallix Direct Gold is on the same premises as Metallix 100% Recycled Gold, so the Merchandise does not have to be re-shipped if you accept Metallix Direct Gold’s offer to purchase the gold from you.
B. General Requirements to Return Merchandise.
i. Within 3 business days after delivery of the Merchandise to you, you must call us at the Phone Number, and complete a return request form on our website, or request the return form by email or by telephone.
ii. Upon your completion of the return request, if timely made, and we will issue a return authorization number (“RA#”) to you.
iii. At your sole cost and expense, you must have the Merchandise delivered to us at 251 Industrial Boulevard, Greenville, NC 27834-9004 within 5 business days after the date that we provide you with the RA#.
iv. Upon our receipt of the returned Merchandise, we will examine it to see if meets the applicable Merchandise Conditions and accept it or reject it as set forth in a return request form. If we accept the returned Merchandise, we will purchase it from you at the Price you paid. If you paid by personal check, certified bank check, or bank wire transfer we will mail a check for the Price to you for the accepted returned Merchandise within 3-5 Business Days after the date of our acceptance of the returned Merchandise. If you paid by credit card through PayPal, the Price less a $.30 processing fee will be credited back to you.
v. If you do not receive any written or telephonic notices from us within 5 Business Days after your shipment of the returned Merchandise to us, you should (a) assume that we have not received or accepted the returned Merchandise and (b) call the shipper to assert your claims. You have the burden of proving that we accepted your shipment and/or that the shipment contained the returned Merchandise that you described in your return request.
vi. We will absorb the cost of re-delivering and insuring the rejected Merchandise to you if you do not wish to use the referrals mentioned above. You will be responsible for shipping cost and have the risk of loss, theft, damage and other risks for returning Merchandise to us.
Knowing that we will rely on your representations and warranties to us on each occasion that you submit and we accept your Order for Merchandise or issue RA# to you, you represent and warrant that: (a) you are at least 18 years old; (b) if you are returning Merchandise, you are the legal owner of the Merchandise and, upon our request, you will submit proof of ownership; (c) if you are returning Merchandise, no one else has any rights to, liens or encumbrances on or claims against the Merchandise that would in any way result in a claim against us; (d) you do not need the approval of any third party to purchase or return the Merchandise; (e) you are obtaining the Merchandise legally for legal purposes and not for any purpose that could violate any applicable law, including without limitation, the USA Patriot Act, export regulations, or the Foreign Corrupt Practices Act; (f) you have provided us with complete and accurate information in your Order or return request and agree that we are entitled to rely on such information; (g) you acknowledge and agree that we have not provided any advice, representations, warranties or covenants about your purchase of the Merchandise or its future value and have recommended that you contact a professional to advise you if you are considering the Merchandise as an investment, (h) you represent that any Compliance Documents (defined below) that you have provided in accordance with applicable law are truthful and accurate in all respects; and (i) you reaffirm these representations and warranties each time that You and we have a purchase or sale transaction.
Metallix Refining Inc. stands behind the 100% Recycled Gold ingots (“RGI”) that it manufactures from recycled gold. Beginning on the 4th business day after your receipt of the RGI, we will buy back any RGI that you have purchased from us at the current “Buy Back Price” described below, subject to the following conditions:
A. Conditions of Resale. To sell your RGI back to us and receive the current “Buy Back Price,” you must return the RGI in its original, sealed packaging without damage or scratches of any kind to the ingot(s) itself. Your packaging must include proof of purchase and your contact information. You are responsible for paying for shipping and providing proof of content, delivery and insurance on the returned RGI. You should contact us if you do not receive any communication from us regarding the returned RGI within 10days after the date of your shipment. If you have shipped to us RGI without a proof of purchase, you are affirmatively representing and warranting to us that or representation to us that you own and have the right to sell the RGI without any claims or rights of third parties.
We may accept, in our sole discretion, minor damage to only the cardboard packaging but we retain the sole discretion to decide whether or not to buy back any ingots with damaged packaging and our decision is not appealable. The ingots must be only of our manufacture; under this policy we do not accept the ingots that you may have purchased from others as we have no assurance of the content of ingots that are not RGI. If we are able to confirm, without undue expense to us, the origin, weight and content of ingots manufactured by others, we may accept and purchase them in our sole discretion. ] If you have shipped the RGI to us, you have agreed to the provisions of this Section 9 and all other provisions of this Agreement.
B. Buy Back Price. If you are interested in selling your RGI back to us, you should contact us at 800-327-7938 to determine the “Buy Back Price” on the date of your call. The price quoted to you during the call (which we will record) will be valid for three (3) days (“Price Hold Period”) beginning on the date of your call if (i) the markets remain stable; (ii) we receive the RGI during the Price Hold Period and (iii) the RGI is not damaged. However, we reserve the right to change the quoted price, if, during the Price Hold Period, (i) the market prices dramatically change or (ii) your RGI is not delivered to us or the RGI is damaged as described in paragraph C of this Section 9 (each a “Change Event”). The “Buy Back Price” may vary from day to day and even within the same day so that the price quoted when you call may not be the same as the Buy Back Price on the date that we receive the RGI—if a Change Event exists. We will communicate the “Buy Back Price” to you within 3 Business Days of our receipt of the RGI and you may accept or reject our offer, if any, at the “Buy Back Price” offered.
C. The “Buy Back Price” is not the actual market price for gold on the date that we receive the returned RGI or the price you paid for the RGI. We set the “Buy Back Price” in our sole discretion, with reference to the then current market price for gold, the condition of the RGI packaging, the condition of the ingot(s), the date that we receive the RGI from you and other market factors. We also reserve the right to change the Buy Back Price in effect on the date we receive your RGI if upon our receipt and inspection of your RGI we determine in our sole discretion that the packaging is damaged or the RGI is damaged or scratched and must be remanufactured (“Damaged”). You and we may be obligated to execute and deliver Compliance Documents, described in Section 10 below, as a condition of payment. If you reject the offer (if any) that we make for your ingots, we will return the ingots to the address that you provided at our expense.
In some instances, the US government and certain states require that we obtain your driver’s license number or other government-issued identification and a sworn statement from you as to the Merchandise and compliance with applicable law before we process any payment to you. Certain localities require completion of forms and a waiting period for a transaction in precious metal. If merchandise contains by weight or volume 50% or more of precious metal and is valued at more than $5,000, federal anti-money laundering laws obligate us to obtain certain completed forms and identification information, including copies thereof, from you before we process the transaction (such local, state and federal documentation, “Compliance Documents”). You agree to supply such Compliance Documents to us upon our request. If you fail to provide such Compliance Documents to us within 3 Business Days after the date of our notice requesting such information, we have the right to terminate the proposed Transaction, including any buy back, without any further obligation to you.
A. Electronic Signature. FOR PURPOSES OF THE TRANSACTION THAT YOU CONDUCT VIA EMAIL OR ON OUR WEBSITE, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, RECEIPT OF NOTICES BY E-MAIL, USE OF ELECTRONIC CONTRACTS, AND YOU AGREE TO ACCEPT THESE TERMS AND CONDITIONS BY ELECTRONIC MEANS. YOU ALSO AGREE THAT CLICKING THE SUBMIT BOX AT THE END OF OUR TRANSACTION FORM CONSTITUTES YOUR ELECTRONIC SIGNATURE. You also agree that you have the sole responsibility and liability for failing to secure access to your electronic signature and for any third party’s use of your electronic signature.
B. Performance is Acceptance. If you are conducting the Transaction with us using paper forms or by the Phone Number, You agree that our Confirmation or RA# for Returned Merchandise or your shipment of RGI to us without your signature constitutes your complete acceptance and ratification of the terms and conditions contained in this Agreement and your confirmation that the representations and warranties you have given to us in this Agreement are accurate and truthful in all respects.
IF YOU PROVE THAT WE BREACHED THIS AGREEMENT OR ARE LIABLE TO YOU UNDER ANY THEORY OF LAW OR EQUITY, YOU AGREE THAT OUR SOLE AND EXCLUSIVE LIABILITY TO YOU FOR ANY CLAIMS OR ACTIONS ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, UNDER ANY LEGAL OR EQUITABLE THEORY, SHALL NOT EXCEED THE LESSER OF OUR OFFER TO YOU FOR THE MERCHANDISE OR $1,000 PER TRANSACTION. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR (a) INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES, LOSS OF PROFIT, LOSS OF OPPORTUNITY, OR ANY OTHER SPECULATIVE DAMAGES; (b) CLAIMS, DEMANDS, OR ACTIONS FOR SUBROGATION BROUGHT BY YOUR INSURANCE CARRIER, AND YOU EXPRESSLY AND SPECIFICALLY WAIVE ANY SUBROGATION CLAIMS ON YOUR BEHALF AS WELL AS ON BEHALF OF YOUR INSURANCE CARRIER.
We warrant only that (a) the Merchandise in the exact form sold will have with a minimum gold purity of 99.99% and will be recycled from scrap gold and (b) the Merchandise will have the approximate weight we stated. If, within 1 year of our delivery of the Merchandise, you conclusively prove to our satisfaction that the Merchandise does not meet this warranty, you must return the Merchandise to us and we will refund the Price to you. Other than this limited warranty and our sole and exclusive remedy for not meeting the warranty, you agree that you have no other remedies and We MAKE (V) no warranties, express, STATUTORY or implied TO YOU OR ANY THIRD PARTY and expressly disclaim any warranties of fitness for purpose or merchantability; (W) WE DO NOT REPRESENT OR PROMISE YOU THAT THE MERCHANDISE YOU PURCHASE WILL MAINTAIN A VALUE AT THE PRICE OR A VALUE THAT EXCEEDS THE PRICES you paid; and (X) we do not represent or warrant to you that you will make any profit on your purchase or resale of the merchandise and in fact WE state that you could lose money and (Y) the merchadise is not a toy or weapon, and if used improperly can cause harm; and (Z) We also disclaim any obligation to provide you with advice or instructions regarding your particular use of the Merchandise and any liability arising from your own decisions about the uses, appropriate or otherwise of Merchandise.
You agree to defend in the first instance, indemnify and hold us and/or any third party in contact with the Merchandise harmless against any and all claims, investigations, actions, proceedings (collectively, “Claims”), losses, judgments, costs, damages, penalties, interest and expenses (including the fees of professionals) whatsoever (collectively, “Damages”), that directly or indirectly relate to or arise from this Agreement. This means that you are responsible to pay any Damages that we incur with respect to any Claim to which we become a party that arises from or relates to this Agreement, the sale or return of Merchandise or from your actions, failures to act, statements or failures to comply with the laws.
A. Accuracy of Records. You agree that you have the sole responsibility to provide us with any current or updated contact Information. We assume no liability for your failing to provide accurate, complete and current contact information to us.
B. Notice. You agree that (i) if we are obligated to notify you under this Agreement, we will be providing effective notice if we use any of the following: email to the email address you provided, by regular mail to the Address or by telephone (including leaving a message on your voice mail or answering machine) and (ii) our provision of any such notice will be effective upon our delivery of it to you. Unless the Agreement expressly permits you to provide notice to us in a different fashion, you must provide us with written notice by email or by using the Phone Number to speak to one of our representatives during Business Hours on a Business Day.
C. Choice of Law and Jurisdiction; Jury Waiver. You agree that your rights, obligations and performance and our rights, obligations and performance under this Agreement will be governed by internal laws of the State of New Jersey, including without limitation, the Uniform Commercial Code in effect in the State of New Jersey. You also agree that any suit, action, or proceeding arising out of, or relating to this Agreement shall be conducted exclusively in the Superior Court of the State of New Jersey or the United States District Court for the District of New Jersey if its jurisdictional requirements are met. You and we consent to the jurisdiction of those courts, waive any objections to the venue of any such suit, action, or proceeding in any of those courts, and waive any claim that any of those courts is an inconvenient forum. To the extent permitted by applicable law, you and we agree that any litigation between us shall be resolved by a judge and not by a jury. You and we understand the consequences of the waiver of a jury trial and make such waiver knowingly and voluntarily.
E. Right to Modify. We reserve the right to suspend or enlarge any time frame specified above, and/or request additional documents or information from you, in order to comply with any applicable local, state, or federal law, ordinance, or regulation or make changes to our business operations. We may suspend or extend in our discretion any time frame described in this Agreement with or without notice to You in the event that we encounter technical difficulties concerning our website or otherwise, or encounter any other delays attributable to acts of God, including but not limited to fires, hurricanes and other storms.
By clicking (i) Submit on the Metallix Transaction Order form, or Return Request; (ii) sending RGI to us; (iii) or by our issuing of a Confirmation or RA# or by your causing the delivery of Returned Merchandise subject to RA # to us, you agree to all of the terms and conditions set forth in this Agreement without any modification by you.