This Client Agreement (“Agreement”) is entered into by and between Vault Runner, Inc. (“Company”) and you (“Customer”) and shall govern all pending and future transactions of precious metals between Company and Customer using the Company’s application, website, network, platform and services (the “Services”).

IT IS IMPORTANT THAT YOU CAREFULLY READ AND FULLY UNDERSTAND THIS AGREEMENT, WHICH GOVERNS THE PARTIES’ RIGHTS AND OBLIGATIONS, LIMITS THEIR LIABILITY AND ESTABLISHES THEIR REMEDIES. YOU SHOULD CONSULT WITH YOUR ATTORNEY AND/OR FINANCIAL ADVISOR BEFORE AGREEING TO THIS AGREEMENT. BY AGREEING TO THIS AGREEMENT, YOU REPRESENT THAT YOU HAVE READ THIS AGREEMENT, YOU UNDERSTAND IT AND AGREE TO ALL THE TERMS AND CONDITIONS CONTAINED HEREIN.
ALL INVESTMENTS INVOLVE RISK – PRECIOUS METAL AND BULLION ARE NO EXCEPTION, THE VALUE OF A BULLION COIN OR BAR IS AFFECTED BY MANY ECONOMIC FACTORS, INCLUDING THE CURRENT MARKET PRICE OF BULLION, THE PERCEIVED SCARCITY OF THE COINS, CURRENCY MARKETS, STOCK MARKETS AND OTHER FACTORS (INCLUDING ACTUAL CURRENT DEMAND AND GENERAL MARKET SENTIMENT). ALL INVESTMENTS, INCLUDING PRECIOUS METALS INVESTMENTS, MAY DECLINE IN VALUE. THEREFORE, CONDUCT YOUR INDEPENDENT RESEARCH AND UNDERSTAND THE RISK.

1.  DEFINITION

The following terms shall have the meaning sets out below:

  1. Customer Account” or “Account” means the electronic record with Company of (i) in respect of Metal, the quantity in grams or ounce of gold, silver, platinum, or palladium held by Customer (or on Customer’s behalf) at the Vault; (ii) the balance of money available to place order via the Services; (iii) the transactions conducted on the Services; and (iv) any fees paid by Customer for the use of the Services.
  2. Metal” means the physical gold, silver, platinum or palladium.
  3. Vault” means the third party service provider appointed by Company to store the Metal on behalf of Customer or Company.

2.  ACCEPTANCE OF THE CLIENT AGREEMENT

  1. The relationship between Customer and Company shall be defined and governed by this Agreement. It shall apply to all transactions and activities conducted by the Customer on the Services.
  2. Company shall not be obliged to provide the Services unless Company has verified and accepted the Customer. Company may accept or reject a Customer in its sole discretion. Company may also remove, suspend or terminate any previously granted acceptance at any time. Customer shall provide Company complete and accurate information at all time.
  3. Customer is responsible for the accuracy of his/her instruction for all transactions conducted on the Services. Instructions once sent are final and irrevocable. Customer shall monitor his/her Account closely to ensure no unauthorized transactions are being conducted on his/her Account. Customer shall notify Company of any suspicious activities on his/her Account. Customer shall notify Company within ten (10) business days of any disputed transaction(s).
  4. Customer shall comply with the terms and conditions contained herein, the Terms of Service and Privacy Policy, and with all relevant laws and regulations applicable in any territory or jurisdiction where Customer resides, is a citizen of, or accesses the Services from, where the Vault is located, and any other laws and regulations applicable to the Services.

3.  COMPANY’S ROLE & OBLIGATIONS

  1. Company is a commercial dealer of precious metal and service provider, assisting Customer in the purchase, transfer, sale, storing and shipping of Metal. Company is not a bank, an exchange or brokerage house; nor does any of its employees act as an agent, broker or fiduciary for any of Company’s customers. The Customer Account shall not be considered a bank account. Therefore, it is not insured by the Federal Deposit Insurance Corporation or any comparable governmental agency. Company shall not pay any interest to Customer on any Customer Account, other than the revenue made on the sale or the Metal. The use of the Services does not constitute a trading of, or an exchange in, securities, investment contracts, or any other instruments commonly known as a “security” at law or otherwise.
  2. Customer hereby authorizes Company to arrange for the purchase or sale, transfer, storage, transportation and insurance of the Metal.
  3. Customer acknowledges and agrees that Company shall use third party vendors and service providers to provide the Services and Company shall not be held responsible for any actions or inactions of such third-party vendors and service providers.
  4. Company shall provide the Services on a best effort basis only and is not responsible for ensuring that access to the Services is continuous, without interruption or errors, or bug-free.
  5. Company shall not be responsible for inability to access the Services or execute a transaction due to delays in transmission, breakdown or failure of the operators’ networks or the internet, communication failures, or any other cause beyond Company’s reasonable control or anticipation, including, without limitations, volatile markets and/or trading disruptions.

4.  CUSTOMER ACCOUNTS 

  1. A Customer Account is self-directed, meaning the Customer is solely responsible for all transaction decisions. Any reliance upon a Customer’s order or recommendation by Company shall not relieve Customer of his/her responsibility for such transaction or its outcome.
  2. To open an Account, the Customer must provide certain information, including personal information necessary to comply with applicable laws and regulations, including, without limitation, the “know-your-client” regulations. Customer acknowledges and agrees that s/he must provide complete, accurate, and not-misleading information to open a Customer Account and shall keep such information up to date while using the Account. Please refer to the Privacy Policy for the Company’s policy and procedure in connection with private information.
  3. Company may, in its sole discretion, lock, suspend, or terminate a Customer Account if it suspects that the information provided by the Customer is incorrect, out of date or misleading, or if Customer is under investigation, or has failed to comply with the requirements hereunder.
  4. To access a Customer Account, the Customer must have a unique login and password. Customer shall keep his/her login and password confidential and may not share such information with any third party, nor shall Customer allow another to access his/her Account. Company shall not be responsible for any transaction, order, or instruction made on a Customer Account using the proper login and password. In the event that Customer loses or forgets his/her password, a new password may be requested via the Services.
  5. Customer may buy, sell, transfer, store and ship Metal through his/her Account. Company may add and/or remove functionalities from time to time. All transactions, orders, and other services Company may provide from time to time will be subject to this Agreement.
  6. When Customer places an order via his/her Account, s/he authorizes Company to: (i) purchase, sell or transfer Metal at a set-price; (ii) instruct the wholesaler to deliver such Metal to Customer or Customer’s Vault, and (iii) record the transaction (increase or decrease) of Metal in the Customer Account. Once ordered, a transaction is irrevocable and irreversible.
  7. Any instruction provided by Customer that exceeds his/her recorded amount of Metal in the Vault, or is declined by the Customer’s financial institution, the credit card company, or virtual wallet will be deemed null and void and Company shall not act upon such instruction.
  8. Company reserves the right to put a hold on a transaction, which it considers, in its sole discretion, potentially high-risk, fraudulent, unauthorized, or illegal. If a transaction is being reviewed, Company shall notify the Customer of the hold and after further investigation will either clear or cancel the transaction. Company will not be liable to Customer for any canceled transaction.
  9. Company will not allow access to a Customer Account, the Customer’s Vault or Customer’s information to anyone other than the Customer (including, without limitation, creditors, heirs or representatives), without the Customer’s express written permission, a valid warrant or other court order.
  10. The Services may not be available to the residents or citizens of certain countries or jurisdictions.

5.  STORAGE, DELIVERY AND COLLECTION

  1. Company has entered into a valid agreement with a reputable service provider to store and hold the Metal (the “Vault Provider”). Customer shall enter into an agreement directly with such Vault Provider to store his/her Metal, or, to the extent Company provides such services, Customer may request Company to store his/her Metal within the Company’s Vault, in which case Company shall store the Customer’s Metal in trust for the Customer’s benefit. In either case, Customer acknowledges and agrees that the terms and conditions of the Vault Provider (including, without limitation, insurance, audit, and the responsibility and liability provisions) shall apply to all storage of the Metal in the Vault.
  2. Company shall not pay any interest on the Metal stored in the Vault and/or any money on the Customer Account, other than the revenue made by Customer upon the sale of the Metal.
  3. To the extent that Company offers to store the Customer’s Metal in its own Vault, on Customer’s behalf, Customer shall keep the Metal free from liens, encumbrances, charges or claims.
  4. Upon Customer’s request, once a purchase order is finalized, Customer may, in his/her sole discretion, arrange for the Metal to be sent to his/her Vault, or shipped directly to him/her. Customer acknowledges that shipping is provided directly by the wholesaler and the Wholesaler’s terms and conditions, including without limitation, insurance policies, shall apply to all shipping and transportation of the Metal.

6.  PLACING AN ORDER

  1. Customer may place an order via the Services or by phone. Telephonic order will be recorded. An order will be finalized only upon confirmation of receipt of payment by Company and Customer understands that prices are not locked in until payment is received and confirmed. Orders for which payment is not received shall be voided and Company is not obliged to notify Customer that such orders have been canceled.

 7.  DORMANT ACCOUNT(S)

  1. If Customer fails to access his/her Account for a period of seven (7) consecutive years, the Account shall be deemed dormant. Company shall exercise reasonable efforts to contact and/or locate the Customer. If such efforts fail, it shall be presumed that the Customer is deceased and/or dissolved and Company shall seek to contact Customer’s heirs, successors or administrators. If after having made reasonable efforts to contact such heirs, successors or administrators, Company is unsuccessful, it may close the Customer Account and forfeit all assets connected therewith.
  2. If Customer fails to access his/her Account for a period of seven (7) consecutive years, the Account shall be deemed dormant.

8.  FEE, CHARGES AND EXPENSES

  1. Company will charge a fee for accessing its Services, as listed in the Fee Schedule. Company reserves the right to amend, waive, change and modify such fees at any time in its sole discretion. Any increase in fees shall be applicable after a thirty (30) days’ notice. Customer hereby authorizes Company for charging fees and costs associated
  2. with a transaction ordered by Customer, to the Customer’s bank account, wallet or credit card account, in the same manner and at the same time as the transaction cost.
  3. Customer shall be responsible to pay the fees owed to Company in whole, without any deduction or withholding. Unless otherwise agreed by Company, all amounts owed to Company are due and payable upon Company’s demand. Company reserves the right to put a hold on the Customer Account in the event that Customer owes outstanding fees. Without limiting Company’s remedies, Company may charge Customer interest on overdue amount at the rate of LIBOR + four percent (4%) per annum.
  4. Customer is also liable for all costs properly incurred in connection with the Services or activities conducted on the Services, including, without limitation, storing fee owed directly to the Vault Operator, shipping fee, insurance policies, and any other third-party fees and charges.
  5. Purchase transactions may be paid from a personal account (bank wire), virtual currency wallet, personal check, or debit or credit card, owned and in the name of the Customer and prices will not be locked in until such time as payment is received and confirmed by Company. Company reserves the right to limit payment methods at any time. Bullion products can only be purchased by wire transfer. All orders over $100,000 can only be made by wire transfers. Company reserves the right to modify such limit at any time.
  6. Payment transactions are conducted by third party vendor contracted by Company to provide such service. Customer acknowledges and agrees to comply with such third-party vendor’s terms and conditions and Company invites Customer to check such procedure and policy. If available, buy-back transactions will be reflected in the Customer Account within 3-5 Business Days. Customer acknowledges and agrees that Company is not obliged to buy back Metal s/he purchased via the Services.
  7. All prices are quoted in US Dollars and while Company does not charge a conversion fee, it shall not be responsible for any conversion fees and costs, or international transaction costs charged by another party; such costs shall be borne by Customer. Prices for purchase of Metal are based on Best Bid or Offer (“BBO”) as reflected by the market price, plus Company’s fee or rate.
  8. Company may restrict Customer from sending proceeds from the sale of Metal to a bank account held outside of his/her country of residence. Customer may not send any money or Metal to any restricted countries as listed on the US Treasury Department – Office of Foreign Asset Control. Company may also suspend, hold or reject a transaction, when such seems potentially unauthorized, fraudulent or illegal.

9.  INVESTMENT RISK, TAX

  1. COMPANY DOES NOT AND WILL NOT PROVIDE FINANCIAL, TAX, INVESTMENT, OR LEGAL ADVICE AND IT IS CUSTOMER’S RESPONSIBILITY TO OBTAIN SUCH ADVICE IN RELATION TO THE CUSTOMER ACCOUNT. CUSTOMER ASSUMES THE RISK OF ALL INVESTMENT DECISIONS, AND ACKNOWLEDGES AND UNDERSTANDS THAT COMPANY HAS NOT MADE AND WILL NOT MAKE (AT ANY TIME) ANY GUARANTEE, PROMISE, REPRESENTATION, OR PREDICTION REGARDING CUSTOMER’S ABILITY TO PROFIT FROM ANY TRANSACTION, OR ANY TAX CONSEQUENCES OR IMPLICATIONS OF ANY TRANSACTION. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES RESULTING FROM ANY TRANSACTION INVOLVING CUSTOMER.
  2. It is the Customer’s responsibility to determine what, if any, taxes apply to the purchase, sale, transfer, storage and delivery of Metal, and to collect, report, and remit the correct tax amount to the proper tax authority. Customer hereby hold harmless and shall forever indemnify Company for any tax obligation arising from any transaction.
  3. Customer alone shall decide what type of Metal to purchase, at what price, and if and when to sell the Metal.
  4. Customer acknowledges and agrees that unexpected news event, system failures or special events may disrupt trading. For these and other circumstances, Company may not be able to complete Customer’s order. Company reserves the right to adjust an order if the quoted price at time the order was placed and the price when the order is executed is materially different; in which circumstances, Company shall notify Customer of the change of price and Customer may proceed or cancel the order at no additional cost (i.e. no cancellation fee shall apply).
  5. ALL METAL HAVE A SPREAD BETWEEN THE ASK PRICE AND THE BID PRICE. THESE SPREADS CAN CHANGE CONSTANTLY DEPENDING ON MARKET CONDITIONS, DEMAND AND SUPPLY. CUSTOMER MUST ENSURE THAT S/HE IS COMFORTABLE WITH THE SPREAD AND FULLY UNDERSTANDS ITS MEANING PRIOR TO PLACING AN ORDER.

10.  WITHDRAWAL AND DELIVERY

  1. Customer may instruct Company to either store the Metal on his/her behalf in Company’s Vault (to the extent that Company offers such service), have the Metal stored in his/her personal Vault, or have the Metal shipped directly to him/her. All Metal shipped by Company are fully insured until signed for by the Customer or the Customer’s Vault. Delivery is made within fourteen (14) days after an order is finalized.
  2. Any discrepancies or defects in deliveries must be reported to Company within five (5) days of receipt and all original packaging materials must be reasonably kept and intact. Customer waives the right to dispute a discrepancy or defect in delivery after five (5) days of delivery. Lost or damaged shipment shall be subject to the shipping company’s terms and conditions.
  3. Customer’s refusal to accept delivery shall not entitle him/her to a refund and any packages returned to Company will be liquidated at the then current bid price, which may be less than the original purchase price.
  4. At any time, Customer may instruct Company and/or the Vault Operator (as the case may be) to ship the Metal in his/her Vault directly to him/her. All costs associated with such shipping shall be Customer’s sole responsibility and subject to the shipper’s terms and conditions (including, without limitations, insurance coverage). Any request of withdrawal other than the amount available in the Customer’s Vault will be canceled and ignored.

11. TERM AND TERMINATION

  1. This Agreement shall remain in effect and will bind the parties until such time as the Customer Account is closed.
  2. Company may in its entire discretion terminate, amend or replace this Agreement with immediate effect for any reason whatsoever. Customer may close his/her Account and terminate this Agreement by written notice to Company (email shall suffice). Upon termination, Customer can sell the Metal in his/her Vault back to Company, transfer it to another account or take physical custody from the Vault. Termination of this Agreement and closing of the Customer Account shall not affect continuing arrangements between Customer and the Vault regarding storing of the Customer’s Metal.
  3. Any accrued rights, obligations, remedies and liabilities of the Parties shall not be affected by termination of this Agreement. Any clauses of this Agreement which expressly or by implication have effect after termination shall continue in full force and effect.

12.  CANCELLATION POLICY

Once Company has issued a confirmation number, the price of the transaction is locked and firmly fixed and the transaction may not be cancelled but only offset at current asking price. Any deficit between the price at which Company sold the product to Customer and the offsetting purchase price at time of cancellation shall be Customer’s sole responsibility (if Customer cancels such transaction). Such offset amount shall be charged to Customer in addition to a cancelling fee as per the Fee Schedule.

13.  CONFIDENTIALITY AND PRIVACY

Company’s collection, processing and storage of information (including personal information) is governed by the Privacy Policy. By accepting this Agreement, you hereby agree to be bound by the Privacy Policy.

14.  REPRESENTATIONS AND WARRANTIES

  1. Each party represents and warrants that (i) it has the requisite power and authority to execute and deliver this Agreement and to fully perform its obligations hereunder; (ii) the execution, delivery and performance of this Agreement has been duly authorized; and (iii) it is not subject to any contractual or other legal obligation which will in any way interfere with its full performance of, or the other party’s rights hereunder.
  2. Customer further represents and warrants that s/he (i) is at least 18 years age or older, and/or the applicable age for majority and contractual capacity in the jurisdiction where Customer resides; (ii) is not currently restricted from using the Services or not otherwise prohibited from using similar services in any country or jurisdiction; (iii) will use the Services solely for personal use; (iv) will not share the Account information with anyone else, nor shall permit another to use such Account; (v) will comply with all applicable laws and regulations, including, but not limited to any requirements relating to disclosure and tax laws; (vi) you will not use the Services for any illegal activity; (vii) will not act in any manner that is defamatory, libelous, threatening or harassing; (viii) will not provide false or misleading information; (ix) will conduct himself/herself in a professional manner while using the Services; (xi) will not take any action that may impose an unreasonable or disproportionately large load on our infrastructure, facilitate any viruses, Trojan horses, worms or other computer malwares or programs that will interfere with the Services, such as robot, spider or other automatic devices; and (xii) will not use the Services for activities that relate to transactions involving (1) narcotics, steroids, or other controlled substances; (2) drugs; (3) illegal or criminal activities; (4) stolen goods; (5) the promotion of hate, violence, racial intolerance; (6) obscenity; (7) regulated weapons; (8) items or activities that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under applicable laws and regulations; (9) gambling; or (10) pyramid or Ponzi schemes, matrix programs or other ‘get rich quick’ schemes or certain multi-level marketing programs.

15.  INDEMNIFICATION AND LIMITATION OF LIABILITY

  1. Except for Company’s fraud, willful misconduct or default, or Company’s breach of this Agreement or any applicable laws, Customer shall indemnify and hold Company (including its parent, subsidiaries and affiliates), and its directors, officers, employees and agents, harmless against any loss, claim, damage, cost or expense, and any other liability whatsoever (including, without limitation attorneys’ costs and fees, and all taxes and other duties payable in connection therewith) which may be suffered (i) in connection with any services provided to Customer hereunder; (ii) as a result of the Customer’s failure to comply with his/her obligations hereunder; (iii) in the enforcement of this Agreement; (iv) for any losses or damages incurred as a result of Company acting on the instruction of another who used the Customer’s correct login information and password; or (v) in connection with any instruction given by the Customer, any transaction effected by the Customer, or Customer’s use of the Services.
  2. SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY IN CONTACTS WITH CONSUMERS AND AS A RESULT THE CONTENT OF THIS SECTION MAY NOT APPLY TO CERTAIN CUSTOMERS.
  3. Nothing contained herein shall limit Company’s liability in the event of death, fraud or fraudulent misrepresentation. Subject to the foregoing, in no event shall Company (including its parent, subsidiaries, and affiliates), and its directors, officers, representatives, agents, employees and vendors be liable for any special, punitive, incidental, indirect or consequential damages, including but not limited to loss profit, loss of data or loss of business, arising out of or in connection with this Agreement and/or Customer’s use of the Services. Company’s liability (if any) shall be limited to the amount of actual direct damages. In no circumstances, Company’s liability shall exceed the value of the Customer Account at the time of the alleged claim, subject to a maximum Three Hundred Dollars (US $300.00).
  4. This limitation of liability shall apply to any damage or loss resulting directly or indirectly from: (i) Customer’s use or inability to use the Services; (ii) delays in completing the transaction; (iii) the content, actions, or inactions of third parties via the Services; (iv) any loss as a result of risks associated with online trading, including software and hardware failure, loss of data, delays, errors, loss of information, power outages, internet failure, mobile provider networks failure, and hackers; and (v) fees, duties and taxes or loss as a result of theft after the Metal has been shipped at the Customer’s order.
  5. This limitation of liability shall apply regardless of (i) whether the Customer bases his/her claim on contract, tort, statute or other legal theory; (ii) Company knew or should have known about the possibility of such damages; or (iii) the limited remedies provided herein fail of their essential purpose.
  6. Company shall not be liable for any loss suffered or incurred as a result of any delay in performance or any non-performance of any of our obligations hereunder due to an event of force majeure or due to the Customer’s own negligence, fault or willful misconduct.
  7. Customer shall not he held responsible for any loss or damage caused by any unauthorized or fraudulent transaction or a breach of Company’s security (unless such breach is directly due to Customer’s actions or inactions).
  8. This section shall survive termination.

16  NO WARRANTIES

  1. SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESUT THE CONTENT OF THIS SECTION MAY NOT APPLY TO CERTAIN CUSTOMER.
  2. OTHER THAN EXPRESSLY STATED OTHERWISE HEREIN, COMPANY DOES NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS. THE PRECIOUS METALS SUBJECT HERETO SHALL BE PROVIDED “AS IS” AND TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, COMPANY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE.
  3. Company shall make reasonable efforts to ensure each transaction is processed in a timely manner but makes no representations or warranties regarding the amount of time needed to complete such transaction (order, payment, processing and shipping).

17.  WINDING UP OR BANKRUPTCY

  1. In the event that Company files for bankruptcy, or an order is made by a court of competent jurisdiction regarding the dissolution, receivership, winding-up or liquidation of Company, the appointed receiver or administrator shall make reasonable effort to notify Customer. If after seven (7) years after the appointment of the receiver or administrator, the Customer is not located, the Customer’s Account will be closed and all assets contained therein shall be considered forfeited.
  2. Subject to applicable laws and regulations and the directions of the appointed receiver or administrator, and the terms contained herein, the Customer may request distribution of his/her assets from the Vault or instruct the receiver or administrator to sell such assets at market price and transfer the cash value to his/her bank account (less any applicable fees).

18.  JURISDICTION

This Agreement and any claim, cause of action or dispute (collectively or individually a “claim”)  arising out of, or related to Customer’s use of the Services shall be governed and interpreted in accordance with the laws of California, without any regards to its conflict of law principles and the United Nations Convention for the International Sale of Goods. Except as provided below, Customer hereby agrees to the exclusive jurisdiction of the state and federal courts located in Los Angeles County, California.

19.  CONSENT TO ARBITRATION

For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is more than ten thousand dollars (US $10,000), the parties hereby agree to resolve such claim via binding arbitration. The arbitration shall be conducted pursuant to the then existing rules and procedures of JAMS, in front of one (1) arbitrator appointed by JAMS. The arbitrator shall have sufficient experience in the trading, selling and purchasing of precious metal and/or internet e-commerce. The proceeding shall be held in Los Angeles, California and shall be conducted in English. The arbitrator shall have the right to order discovery and examination of witnesses. The award shall be final and binding and may be recorded in any courts of competent jurisdiction worldwide. The awarded party shall be entitled to recover its costs and fees (including outside attorneys’ fees and costs) associated with the arbitration.

THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL.

20.  MISCELLANEOUS

  1. Neither party shall have any rights against the other for the non-operation of the Services, or for the failure to perform duties, obligations or agreements hereunder if such non-operation or non-furnishing is due to a so-called force majeure event or other similar event (financial inability excepted) which materially interrupts all of such party’s business operations and which is beyond such party’s reasonable control.
  2. Except as otherwise expressly provided for in this Agreement, noting contained herein shall create, or shall be deemed to create a partnership or joint venture of any kind between the parties. No party shall have the authority to act as agent for, or to bind the other party in any way.
  3. Any notices or other communications required to be given hereunder shall be done in writing and shall be sent via email or via the “contact us” function of the Services; except that any notice of proceedings or other documents in any legal action, demand or claim shall be sent to the party’s registered address. Company’s registered address is 16192 Coastal Highway, Lewes, Delaware 19958.
  4. Company may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of our rights and obligations hereunder. Customer may not assign, transfer, charge, subcontract or deal in any other manner with any of its rights and obligations hereunder.
  5. Nothing contained in this Agreement shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision of this Agreement and any law, order, rule or regulation, such law, order, rule or regulation shall prevail; provided, however, that in such event the provision of this Agreement so affected shall be curtailed and limited only to the extent necessary to permit compliance with the legal requirement, no other provisions of this Agreement shall be affected thereby, all such other provisions shall continue in full force and effect.
  6. Neither the exercise (from time to time and at any time) by Company of, nor the delay or failure (at any time or for any period of time) to exercise any right, power or remedy shall constitute a waiver of its right to exercise, or impair, limit or restrict the exercise of such right, power or remedy or any other right, power or remedy at any time and from time to time thereafter. No waiver of any of Company’s right, power or remedy shall be deemed to be a waiver of any other of its right, power or remedy or shall, except to the extent so waived, impair, limit or restrict the exercise of such right, power or remedy.
  7. This Agreement, including the Terms of Service and the Privacy Policy, incorporated herein by this reference, set forth the entire understanding between the parties and shall supersede any prior written or oral understandings.
  8. This Agreement is written in English. Notwithstanding any provision hereunder, any translation of this Agreement is provided for your convenience only and in the event of conflict between the English version and any translated versions, the English version shall prevail.
  9.  This Agreement may be amended from time to time by Company in its sole discretion. Company shall notify the Customer via its Services or via email. Customer will have to agree to the amended version in order to continue using the Services. Should Customer not agree to such amendments, s/he may cancel his/her Account at any time.

 

I have read this agreement and agree to its terms:

 

Name:

 

Signature:

 

Date: