This Agreement is entered into befiveen Client(s) and Goldline, Inc. (Goldline) for the
purchase, sale and storage of precious metals, independently graded coins, rare
currency and other products which Goldline offers or may offer in the future. This
Agreement applies to all transactions between Goldline and Client and all precious
metals and numismatics stored through Goldline.
A. Purchases
1. Telephonic purchases in excess of $10,000 may be confirmed on a tape-recordec
confirmation with a Client Services Representative to ensure the details of the
purchase are correct and will include the price, quantity, method of payment and
other material terms of the purchase.
2. Goldline will send a written trade confirmation of each purchase. Client will have
ten (10) calendar days from the date of the written trade confirmation to report any
inaccuracies or discrepancies in the purchase to Client's Account Executive or
Goldline's Client Relations Department. If the Client does not report inaccuracies c
discrepancies regarding the written trade confirmation within this time period,
Client waives any objections Client may have.
3. A purchase is only finalized when a signed Account Agreement is on file with
Goldline and any required signed state addendum to the written trade confirmation
is received.
4. Payments for purchases must be made in accordance with Section B below.
B. Payments, Security Agreement And Liquidations
1. Client agrees to pay for all precious metals and other items purchased from
Goldline and all charges for purchases, storage, delivery and other services. Client
will also pay any taxes, assessments or other charges imposed by a government or
taxing authority concerning Client's precious metals and other items purchased from
Goldline, or any sales, use or similar tax associated with delivery, now or in the
future.
2. If Goldline does not receive full payment in good funds within five (5) calendar
days of Client's purchase, Goldline may, but is not required to, dispose of the
acquired precious metals or numismatic/ collectible items for Client's account,
without notice unless required by law, and charge Client for any loss Goldline incurs.
Such sales may be at a wholesale or auction price which may be below Goldline's sell
or buyback prices. In addition, Goldline shall have all other rights and remedies
available under the law.
3. CLIENT GRANTS A LIEN AND SECURITY INTEREST IN CLIENT'S PROPERTY
AND FUNDS IN GOLDLINE'S POSSESSION OR CONTROL, NOW OR IN THE
FUTURE, AS COLLATERAL FOR ANY AMOUNTS OWED UNDER THIS
AGREEMENT OR OTHERWISE, NOW OR IN THE FUTURE. Client authorizes
Goldline to file appropriate financing statements evidencing the lien, and agrees to
execute such additional documents as may be necessary to perfect or evidence this
security interest. If Client does not pay such amounts when due, Goldline may, but is
not required to, offset these amounts against Client's funds or property or may sell
any or all such property without notice as permitted by law in any public or private
sale Goldline chooses. If the proceeds of such sale and/or the amounts of-fret are not
sufficient to repay the amount Client owes, Client will be liable for any deficiency.
C. Deliveries
1. Goldline will deliver Client's purchase to Client's shipping address no later than
twenty-eight (28) calendar days (or such lesser period as may be required by Client's
state of residence) of receipt of good funds. If Client requests delayed delivery,
Goldline will deliver Client's order to storage pending delivery to Client and storage
fees may apply. See Section I. "Storage" below.
2. Goldline may charge a shipping and handling fee, including a fee for shipments to
third-party IRA custodians. Any such fee will be disclosed at the time of the purchase.
3. All packages shipped to our clients are insured until good delivery is made. Our
preferred shipping carrier is UPS and all shipments are under a security level watch
while in transit. If a shipment is lost or damaged during transit to Client's shipping
address, at Goldline's option, Goldline will replace the items or refund Client's
purchase price. Goldline bears the risk of loss until the shipment is delivered to
Client's shipping address subject to the following: (a) Any variance in Client's order,
including discrepancies or defects regarding the products delivered, must be reported
to Goldline's Client Relations Department within five (5) calendar days of receipt of
shipment to make a claim of loss; (b) Client must retain all original packing materials
intact; and (c) Client must cooperate with Goldline, including providing supporting
declarations regarding any loss.
D. Refunds/Returns
1. Goldline provides all first-time clients with the right to cancel their first order
within seven (7) calendar days from the date of order unless Client's state of
residence provides otherwise. A full list of special state refund provisions is set forth
at the end of this Agreement. By way of example, if Client's first purchase is placed on
May 1, Client may cancel the purchase up to and including May 8. Notice of
cancellation may be provided by speaking directly with an Account Executive; calling
Client Relations at 800-280-5082; via U.S. Mail at 11835 w. Olympic Blvd, Suite 500,
Los Angeles, CA 90064 (or such other address as you may notified by Goldline in
writing); facsimile at 310-260-0388; or email at clientconcierge@goldline.com. All
notices of cancellation must be provided no later than the last day of the refund
period.
2. Second and subsequent orders are final and are not subject to cancellation unless
Client's state of residence provides otherwise as set forth at the end of this
Agreement. Other disclosures regarding special state refund provisions will be
provided as required by state law.
E. Price Shield@
1. Goldline's Price Shield@ is available for certain qualifring purchases of its products.
2. For qualifying purchases, at any time prior to the selected anniversary date, if
the selling price (also know-n as the "ask" price) of the coins or bars has decreased
from the date of purchase, Client may contact Goldline and request that his or her
purchase of these coins or bars be repriced at the lower price.
3. Client may not exercise his or her right to reprice until Goldline receives
payment, a signed Account Agreement and any required state signed written
Addendum to Trade Confirmation.
4. To reprice a purchase, Client must take the following steps: (1) Repricing
requests must be made during Goldline's regular business hours (excluding
holidays); (2) Client must contact his or her Account Executive by telephone to
reprice the order. If the Account Executive is not available, Client should ask for a
back-up Account Executive or an Account Executive Manager; (3) Client's repriced
purchase is subject to confirmation. For IRA purchases, Client may be required to
sign a new investment direction to add the coins to Client's IRA account. Client
may only request to reprice a purchase once within the time period specified
during confirmation. It is Client's obligation (and not Goldline's) to follow price
changes for their purchases.
5. If Client has not repriced his or her purchase as provided in section E(4),
Goldline will automatically reprice the coins or bars as of 9:00 a.m. Pacific Time on
the select anniversary date if the selling price (also known as the "ask" price) of the
coins has decreased from the date of purchase. Goldline will make up the
difference in additional bullion coins or bars based upon the current ask price of
the coins or bars. For IRA purchases, Client may be required to sign a new
investment direction to add the coins to Client's IRA account.
6. Qualifring purchases and the anniversary date will be identified at
the time of the confirmation of the purchase.
7. Goldline reserves the right to make modifications or discontinue its Price
Shield@ program at any time.
F. Accumnulation Program
1. The Goldline Accumulation Program allows clients to buy Goldline's bullion coins
and bars on a recurring basis at a fixed dollar amount. This program is currently not
available in Arizona, Indiana, Iowa, Minnesota, Montana, New Hampshire, Rhode
Island or Utah.
2. Client must choose the dollar amount to spend each accumulation period
(minimum $100 per month.)
3. Client must choose the specific gold or silver bullion coin or bar to acquire.
Should the production of Client's selected product be unavailable or mintage
discontinued while your Accumulation Program is active, Client agrees that
Goldline may substitute the selected bullion coin or bar for a different coin or bar
of the same quality and price as the original product selected.
4. Client's enrollment in the Accumulation Program may be subject to confirmation.
5. Purchases are made on the second Wednesday of every month.
6. On scheduled acquisition dates, Client will acquire the amount of precious
metals their allocated purchase amount can buy at the current selling price (ask
price.) For example, if Client has chosen to acquire 1/4 oz. War of 1812 gold bullion
coins with a monthly payment of $200, and the ask price for the War of 1812 is
$500 on the day the $200 payment is charged, 40% of the coin will be acquired. If
the ask price of the War of 1812 coin is $600 at the time the following month's
payment is charged, an additional 33% of the coin will be acquired.
Please note, because Client is allocating a certain dollar amount per payment
schedule, Client may not be able to acquire an entire coin with every purchase.
7. Goldline provides free storage for coins and bars with a total ask value of $5,000
or less. Any coins and bars with an ask value above $5,000 are subject to storage fees
(see section I. Storage.)
8. After Client has paid for a full coin or bar, Client's coins or bars remain in
storage with a third party depository until such time as Client chooses to take
delivery.
9. At Client's request, Goldline will deliver fully-paid coins or bars to Client's account
address within 7 business days of Client's request for shipment and, if applicable,
receipt of the shipping fee. Note: Client may not take delivery until Client has
purchased an entire deliverable product (i.e., fully paid coins or bars.) Because Client
is paying a certain amount per Client's payment schedule, Client may not be able to
accumulate an entire coin or bar with every purchase. Client's fractional purchases
will accumulate and when Client has purchased a complete coin or bar, client may
take delivery.
10. Client will receive one free shipment every 12 months. Shipments in excess of
once per 12 months are subject to a $25.00 shipping fee.
11. IMPORTANT INFORMATION - The Accumulation Program continues
until Client provides notice of cancellation by: (1) requesting cancellation
with an Account Executive; (2) cancelling with a Client Relations
mennber at 800-280-5082; (3) upon receipt of notice of cancellation if
sent via U.S. Mail at 11835 W. Olympic Blvd., Suite 500, Los Angeles, CA
90064 (or such other address as you may be notified by Goldline in
writing); (4) facsimnile at 310-319-0265; or (5) ennail at
clientconcierge@goldline.com. Client's credit card will be automatically
charged each month in the amount Client selects at the beginning of the
Accumulation Program (minimum monthly purchase is $100.)
G. Liquidations
1. WIIen Client, Client's estate or Client's heirs sell precious metals or
numismatic/collectible items originally acquired from Goldline, Goldline will
purchase the items at its current buyback price (the "bid" price.) Items not stored
through Goldline must be shipped to Goldline at Client's expense and verified by
Goldline as to quantity and condition prior to liquidation. Goldline will deduct all
amounts owed to Goldline with the balance paid by company check payable to
Client's account title of record or via wire for a fee.
2. The law prohibits Goldline from guaranteeing to repurchase the items it sells,
although Goldline has historically made buy-sell markets in bullion and rare coins it
offers. Therefore, Goldline's buyback policy is not a guarantee and is subject to
change without notice.
H. Account Matters
1. Client represents that Client is of legal age and capacity to enter into this
Agreement. If Client is other than an individual, Client represents the person
executing this Agreement is fully authorized to act on Client's behalf.
2. Client represents that all of Client's transactions shall be for investment or other
commercial purposes and not for any personal, family, household or other consumer
purposes.
3. If this Agreement is signed by or on behalf of more than one person (including an
owner by virtue of community property interest or other operation of law), Client
authorizes Goldline to follow the instructions of any signer without notice to or
consent from the others or any non-signer. If conflicting instructions are received,
Goldline will follow the first. If one signer becomes disabled or incompetent, this
Agreement survives and Goldline may rely on instructions of any other signer. Each
signer shall be jointly and severally liable for the obligations set forth in this
Agreement.
4. Client will notifr Goldline promptly of the death of any signer by providing a
certified death certificate. Upon proof of death, Goldline will treat the account
balance as belonging solely to the estate or lawful heirs. In all cases, a decedent's
estate will remain fully liable for all obligations incurred up to the day of death and
the estate shall be liable for all obligations incurred thereafter. Client agrees to hold
Goldline harmless and defend against any loss, liability, cost or expense, including
reasonable attorneys' fees, resulting from any action taken by Goldline in reliance
upon this paragraph. Notwithstanding the above, Goldline may require such papers,
additional consents, restrict activity in the account and/or retain all or part of the
account balance as Goldline deems advisable at Goldline's sole discretion.
5. Client understands and agrees that every telephone conversation between Client
and Goldline — whether Client places a call to Goldline or a Goldline representative
calls Client — is subject to monitoring and/or recording. Client hereby agrees and
consents to have Client's calls with any Goldline representative monitored and/or
recorded without further notice or the requirement of additional consent or
agreement from Client. Client consents to monitoring and/or recording of Client's
telephone conversations with any Goldline representative by appropriate Goldline
personnel and authorized outside third-party monitors. Client acknowledges that
Client does not have a reasonable expectation of privacy during any of Client's
telephone conversations with any Goldline representative. Client further understands
and agrees, with respect to the potential monitoring and/or recording of all of
Client's telephone calls, that Client expressly waives the right to assert at any time
that any conversations between Client and any Goldline representative are or were
confidential or private. Unless otherwise agreed by Goldline in vvriting, Goldline does
not consent to the recording of telephone conversations by Client or any third party.
Client understands that not all telephone lines or calls are recorded and Goldline
does not guarantee that any recordings of any particular telephone calls will be
retained or be capable of being retrieved
I. Storage
1. At Client's request, Goldline will store Client's precious metals or coins with
affiliated or independent depositories selected by Goldline. Storage is not available to
Clients who reside in Arizona, Indiana, Iowa, Minnesota, Montana, New Hampshire,
Rhode Island or Utah. Goldline may change depositories without prior notice.
2. Goldline will deliver precious metals and coins selected for storage no later than
twenty-eight (28) calendar days of receiving payment of good funds (unless state law
requires a different delivery period.) Goldline may store Client's precious metals
and/or coins on a non-segregated, bulk basis. IAn1en Client chooses to store precious
metals and/or coins through Goldline, Client understands that, absent an express
written agreement to the contrary, Client is not entitled to receive from Goldline any
specific item of precious metals and/or a specific coin. Rather, Client is entitled to
receive only the same quantity, grade and type of precious metals and/or coins stored
through Goldline as specified on Goldline's written confirmation.
3. Goldline will use commercially reasonable efforts to store Client's metals or coins
in a way that is free from the claims of its creditors, the depositories (except as to
storage charges) and the depositories' creditors.
4. Goldline will, or will cause the depositories to, insure Client's metals, coins and
currency against physical loss, damage or disappearance. Limitations and exclusions
apply to such insurance proceeds. Goldline's liability to Client for any physical
loss, damage or disappearance of itenns held in storage shall be limnited to
available insurance proceeds and under no circmnstances shall exceed
Goldline's bid price for such itenns at the tinme of loss.
5. Storage fees are calculated by multiplying 0.01 (1%) by the "ask" price of Client's
holdings as of the date of the storage statement (the buyback price
for holdings is less than the ask price.) Storage fees are charged in advance of
each six-month storage period and are payable upon receipt of the statement. Storage
commencing outside this billing cycle will receive an invoice for any remaining
portion of the current six (6) month billing cycle, commencing the month following
the storage purchase or receipt. The minimum storage fee is $15. Goldline may
increase or decrease storage fees upon thirty (30) calendar days' written notice to
Client. Storage fees are non-refundable.
6. At Client's written request, Goldline will ship stored metals within seven (7)
business days of Client's request for delivery and payment of shipping charges and
conversion fees, if applicable. (This delivery period may be extended based upon
market conditions.)
7. Unallocated stored bullion is subject to conversion fees to convert the unallocated
bullion into deliverable bars, rounds or coins (coin and bar types are subject to
existing inventory.) The fees for converting the unallocated stored bullion into a
deliverable form is the difference between the stored bullion's total current ask price
and the deliverable product's total current ask price. By way of example, if the stored
bullion's total current ask price equals $10,000 and the total current ask price of
deliverable bars equals $11,000, the conversion fee equals $1,000. Requested coin,
bar and round types and sizes are subject to availability.
8. Client will not grant or permit to exist any lien, security interest or encumbrance
of any kind by a third-party on stored precious metals or coins. Client acknowledges
that the ownership of precious metals or coins is non-negotiable and can be
transferred only on Goldline's books. Any assignment or transfer of stored metals
and coins must comply with Goldline's procedures regarding the transfer of accounts
and applicable law.
J. Disclaimer Of Warranties
1. Grades and descriptions of coins, precious metals and currency are opinions, not
statements of fact or guaranties, and are based on standards and interpretations that
can and do change over time. Goldline uses its own good faith contemporary grading
standards and interpretations to grade coins or relies upon the opinions of grading
services such as Professional Coin Grading Service ("PCGS") and Numismatic
Guaranty Corporation ("NGC". ) Goldline does not guarantee that the coins it sells will
achieve the same grades from Goldline, PCGS, NGC or any other grading
service in the future. Goldline guarantees that the precious metals and other items it sells are
genuine. GOLDLINE EXPRESSLY DISCLAIMS ANY OTHER
WARRANTIES WITH RESPECT TO PRECIOUS METALS, COINS,
CURRENCY AND NUMISMATIC/COLLECTIBLE ITEMS, EXPRESS OR
IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
2. CLIENT ACKNOWLEDGES AND AGREES THAT NO WARRANTIES OR
GUARANTIES HAVE BEEN TO CLIENT REGARDING ANY OF
THE PRECIOUS METALS, COINS, CURRENCY OR OTHER
NUMISMATIC/COLLECTIBLE ITEMS PURCHASED FROM GOLDLINE,
INCLUDING BUT NOT LIMITED TO FUTURE VALUE. CLIENT AGREES
TO PROMPTLY NOTIFY GOLDLINE'S CLIENT REIATIONS
DEPARTMENT IN WRITING IF ANYONE AT GOLDLINE SUGGESTS A
GUARANTEE OF PROFITS OR ABSENCE OF LOSSES, OR MAKES ANY
STATEMENT OR REPRESENTATION THAT IS INCONSISTENT WITH
THE TERMS IN THIS AGREEMENT OR COIN FACTS FOR INVESTORS
AND COLLECTORS TO CONSIDER. CLIENT FURTHER
ACKNOWLEDGES AND AGREES THAT CLIENT HAS CONDUCTED AND
WILL CONDUCT HIS OR HER OWN RESEARCH AND ANALYSIS
REGARDING PRECIOUS METALS, COINS, CURRENCY AND OTHER
NUMISMATIC/COLLECTIBLE ITEMS THAT CLIENT MAY PURCI-ASE
FROM GOLDLINE AND WILL NOT RELY UPON OR OTHERWISE CLAIM
THAT ANY WARRANTIES, REPRESENTATIONS OR GUARANTIES
HAVE BEEN MADE BY GOLDLINE CONCERNING THE FUTURE VALUE
OF THE PRECIOUS METALS, COINS, CURRENCY OR OTHER
NUMISMATIC/COLLECTIBLE ITEMS THAT CLIENT MAY PURCHASE
FROM GOLDLINE.
K. IRAs
1. Select bullion bars, bullion coins and proof coins may be held in Individual
Retirement Accounts ("IRA". ) Client understands that proof coins are numismatic
coins whose value may be affected by factors other than increases or decreases in spot
metal prices. Client further understands that proof coins cany a numismatic premium
above their precious metal content.
2. Client understands that Goldline believes that clients should invest no more than
5% to 20% of their retirement assets/porffolio in precious metals although certain
individuals or organizations might recommend a different percentage. Client is solely
responsible for determining the proper percentage of precious metals acquired
IRA and will notify Goldline, in writing, if he or she intends to invest more than 20%
of his or her retirement assets/ portfolio prior to finalizing any order.
3. Goldline may provide information about companies which provide trustee and
custodian services for IRAs as a convenience to its Clients. Goldline is independent
from, and not affiliated with, any of the companies which may provide those services.
It is Client's responsibility to independently select the IRA service company suitable
for Client. Goldline shall have no liability or responsibility for any loss or damage
resulting from his or her dealings with that IRA service company.
4. Tax laws are complex and may change at any time. Client agrees to consult with his
or her tax advisor about any questions regarding adding precious metals to an IRA
including suitability, amounts and tax-related issues. Goldline employees are not
authorized to and may not provide tax advice.
L. Purchase Financing
1. Goldline may provide information about a lender which offers financing secured
by your precious metals that are pledged as collateral to secure repayment of your
loan. Goldline is affiliated with this lender.
2. Client understands that the use of borrowed funds to purchase precious metals
may generate a higher return on equity. However, the potentially higher return on
equity correlates to a higher investment risk since the costs associated with
borrowed funds must be matched against market gains. If these gains do not occur
due to market conditions, in the extreme case, this can result in the total loss of
equity, with the obligations to repay the loan still having to be satisfied.
3. Client understands if a loan is taken out for investment purposes, the equity risk
will increase since there is no guarantee of how much return the investment will
actually yield. Depending on the market situation, it is possible that the interest on
borrowed capital will be higher than the investment returns.
M. Collateral Loan Finance Program
1. Goldline may provide information about an affiliated lender that offers financing
secured by your precious metals assets, the proceeds of which may be used to
purchase additional metals.
2. Metals currently owned or newly purchased metals can be used to secure a loan
in the amount of up to 75 percent of their current ask value to acquire additional
precious metals. Applicable interest will apply. Once the loan is satisfied, your
metals used as collateral to secure the loan, including your newly purchased
metals, will be returned to you or you may continue to use your collateral to secure
additional loans to purchase metals.
N. Spreads/Prices
1. There is a price differential or "spread" between Goldline's selling price (the "ask"
price) and the price a Client can sell precious metals or numismatics (the "bid" price).
The bid price is the amount a Client receives when it sells a product. The "ask" is the
price Goldline charges Clients for a product, and includes a premium over the metal
content. The premium varies based on the specific item sold. This means some forms
of precious metals, such as numismatic coins will typically have a greater premium
than others such as bullion.
2. The spread is calculated by subtracting the bid price from the ask price and then
dividing the difference by the ask price ((Ask — Bid)/Ask.)
i. To illustrate how a spread works, consider the following example: If Goldline's
ask/selling price is $500 for the coin, and if an available bid/buyback price for the coin
is $390, the spread for the coin is 22% (($500 $390)/ $500 — 22%). The bid price
would have to appreciate $110 ($500-$390), or approximately 22%, before breaking
even (excluding any fees and other costs.)
3. In order to break even, the bid price must increase over the ask price to
compensate for the spread, and any other costs associated with owning precious
metals and numismatics (such as storage) before a Client can realize a profit. This
means even in the event of a favorable upward price movement, a Client will lose
money unless the bid price moves sufficiently up to cover the spread and other
costs associated with ovvning precious metals and numismatics.
O. Considerations For Investors
1. Client understands that investment in precious metals, coins and other
numismatic/collectible items is speculative, unregulated and volatile and that prices
may rise and fall over time. Profit can only be made if prices rise over the investment
period in an amount sufficient to overcome the spread as set forth in section M above
and costs such as liquidation fees and any interest and fees paid associated with a loan
to purchase precious metals. There may still be a loss despite favorable price
movement. Precious metals and numismatic/ collectible items do not provide interest
or current income.
2. Goldline cannot guarantee the existence of a viable precious metals, coin or
currency market and is not obligated to repurchase any items it sells.
3. Precious metals generally have a premium above their melt value. Premiums may
increase or decrease based upon current market conditions such as supply and demand.
Changes in premiums may affect a precious metal 's pricing beyond changes in spot
pnces.
4. Client represents that he or she has read and understands Goldline's risk disclosure
booklet, Coin Factsfor Investors and Collectors to Consider, which provides
additional information about pricing as well as information about the risks of buying
and selling precious metals, rare coins and rare currency. This booklet is updated
periodically and it is Client's responsibility to remain up-to-date by requesting a copy
or revievving the most recent version at Goldline's website, w-ww.goldline.com.
5. Goldline employees may from time to time discuss the general direction of the
precious metals market based upon information from third-party sources. Neither
Goldline nor its representatives guarantee any market movement.
6. Goldline employees are not licensed as investment advisors, and they are not
making any specific recommendations concerning stocks or any other form of
investment. Goldline and its Account Executives are not agents for Client, have
different financial interests and incentives from Client and owe no fiduciary duty to
Client. Account Executives are commissioned salespeople whose commissions are
usually greatest on products with a higher spread. They may receive cash and other
undisclosed compensation from Goldline when selling specific products. Client will
check with a licensed professional with expertise in a particular market before
making a decision to buy or sell.
7. Client understands that Goldline believes precious metals are appropriate for 5%
to 20% of an investment portfolio although certain individuals or organizations
might recommend a different percentage. Client will independently determine what
percentage is appropriate for him or her based upon Client's individual
circumstances. Client will notifr Goldline's Director of Client Relations in writing if
Client chooses to invest more than 20% of his or her investment portfolio in precious
metals and/or rare coins or currency.
8. iAmat is suitable for one Client with a given financial means may not be suitable
for the goals or emotional makeup of a different Client of the same means. Before
Client chooses to buy or sell, Client should determine his or her ability to understand
the transaction and to meet all financial commitments to be made.
9. Goldline does not offer advice on the tax treatment of purchasing, selling
borrowing precious metals, rare coins and rare currency. Client must consult with his
or her tax advisor regarding such matters. Goldline does not sell any precious metals
or numismatic product which is exempt from applicable taxes.
P. Other Terms And Conditions
1. This Agreement is the entire agreement between Goldline and Client and applies to
all transactions between Goldline and Client. There are no representations, oral or
written, other than those herein. This Agreement supersedes all prior agreements
concerning the same subject matter.
2. Goldline has a Privacy Policy that explains how your personal information is
collected, used and under certain circumstances disclosed; your options for these, as
well as how your personal information is secured. This Privacy Policy applies only to
Goldline's Website and can be accessed there. We are not responsible for the content
or privacy practices on websites not operated by Goldline, Inc. VV'hen agreeing to our
Privacy Policy, you give Goldline the right to contact you for marketing and other
reasons, including possibly using automated technolw.
3. Goldline shall not be liable for any loss due to circumstances beyond Goldline's
direct control, or any delay or default in performing under this Agreement if such
delay or default is caused by conditions beyond its control including, but not limited
to, Acts of God, government restrictions or seizure, change in market conditions,
wars, insurrections and/or any other cause beyond Goldline's reasonable control.
4. Goldline's failure to exercise Goldline's rights on one or more occasions will not be
deemed a waiver of such rights at a later time.
5. This Agreement shall inure to the benefit of, and be binding on, Client's personal
representatives, beneficiaries, executors, successors and assigns. However, Client
cannot assign or transfer his or her rights under this Agreement except as set forth in
section H(4). Assignments in violation ofthis Agreement are void.
6. If any provision of this Agreement is or becomes inconsistent with applicable law, such
provision shall be severed or modified in accordance with such law. All other provisions
shall remain in effect.
7. THE FORMATION OF THIS AGREEMENT CONSTITUTES THE
MAKING OF THIS CONTRACT WITHIN LOS ANGELES COUNTY,
CALIFORNLA, REGARDLESS OF THE MANNER, TIMING OR LOCATION
OF DELIVERY OR RECEIPT OF ACCEPTANCE OF THIS AGREEMENT.
THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE
STATE OF CALIFORNLA EXCLUDING CONFLICT OF LAW PRINCIPLES.
SUBJECT TO THE ARBITRATION AGREEMENT IN SECTION O, ANY
LEGAL ACTION OR PROCEEDING BETWEEN CLIENT AND GOLDLINE
OR WITH RESPECT TO THIS AGREEMENT OR ANY TRANSACTION
HEREUNDER SHALL BE BROUGHT EXCLUSIVELY IN THE COURTS OF
THE STATE OF CALIFORNIA LOCATED IN THE COUNTY OF LOS
ANGELES, OR OF THE UNITED STATES OF AMERICA FOR THE
CENTkXL DISTRICT OF CALIFORNLA AND, BY ACCEPTANCE OF THIS
AGREEMENT, CLIENT AND GOLDLINE HEREBY ACCEPT FOR
HIMSELF/HERSELF/ITSELF AND IN RESPECT OF HIS/HER/ITS
PROPERTY, GENERALLY AND UNCONDITIONALLY, THE
JURISDICTION OF THESE COURTS. THE PARTIES IRREVOCABLY
WAIVE ANY OBJECTION , INCLUDING ANY OBJECTION TO THE
VENUE OR BASED ON THE GROUNDS OF FORUM NON CONVENIENS,
THAT ANY OF THEM MAY NOW OR HEREAFTER HAVE TO THE
BRINGING OF ANY SUCH ACTION OR PROCEEDING IN SUCH
JURISDICTIONS.
Q. Arbitration Agreement/Mandatory Mediation
1. THE PARTIES AGREE TO ARBITRATE, IN A FINAL AND
MANNER, ALL CONTROVERSIES BETWEEN CLIENT AND GOLDLINE
INCLUDING ANY OF GOLDLINE'S CURRENT OR FORMER OFFICERS,
DIRECTORS, EMPLOYEES, OR AGENTS ARISING our OF OR RELATING
IN ANY WAY TO ANY TRANSACTION WITH GOLDLINE, CLIENT'S
ACCOUNT, ANY ACCOUNT TI--LAT CLIENT CAUSES TO BE OPENED IN
THE FUTURE, OR ANY SERVICE PROVIDED BY GOLDLINE, INCLUDING
BUT NOT LIMITED TO TRANSACTIONS OF ANY KIND MADE ON
CLIENT'S BEHALF. THE PARTIES AGREE THAT ALL CLAIMS SHALL BE
BROUGHT IN THE PARTY'S NDIVIDUAL CAPACITY AND NOT AS A
CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE
PROCEEDING.
2. THE PARTIES AGREE THAT THE ARBITRATOR WILL DETERMINE
ANY AND ALL DISPUTES ARISNG OUT OF OR RELATING TO ANY
BREACH, TERMINATION , ENFORCEMENT, INTERPRETATION OF THE
ACCOUNT AGREEMENT AS WELL AS THE SCOPE, APPLICABILITY AND
VALIDITY OF THIS ARBITRATION AGREEMENT, INCLUDING ANY
ALLEGATIONS THAT THE ARBITRATION AGREEMENT IS
UNCONSCIONABLE OR UNENFORCEABLE ANY WAY.
3. THE PARTIES AGREE THE ARBITRATOR MAY NOT CONSOLIDATE
MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE
PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS
PROCEEDING.
4. The parties agree that any arbitration shall be administered by JANIS under its
Comprehensive Arbitration Rules and Procedures when the amount in controversy is
greater than $250,000 and JAMS' Streamlined Arbitration Rules when the amount in
controversy is less than or equal to $250 ,ooo (collectively the "Arbitration Rules". )
Provided, however, that this Agreement shall supersede the Arbitration Rules to the
extent of any conflict between the Agreement and the Arbitration Rules.
5. The arbitration proceedings shall be kept in strictest confidence. The arbitration
shall be conducted by a single arbitrator who shall be either a retired California
Superior Court judge or a retired California appellate justice selected in accordance
with the Arbitration Rules from JAMS' panel of Los Angeles, California arbitrators.
6. The parties agree the exclusive venue for arbitration proceedings, including any
arbitration hearing, will be Los Angeles, California. The parties further agree to the
personal jurisdiction of the courts of the State of California located in the County of
Los Angeles, or of the United States of America for the Central District of California,
to enforce these arbitration provisions described in this Agreement. Client makes this
arbitration agreement on his or her behalf and on behalf of Client's heirs,
administrators, executors, successors and assigns and all persons claiming a beneficial
interest in Client's account.
7. A PARTY'S LIABILITY IN ALL CLAIMS WHETHER THEY SOUND IN
TORT, CONTRACT, WARRANTY OR OTHERWISE SHALL NOT EXCEED
THE AMOUNT ACTUALLY PAID BY THE CLIENT FOR THE ITEMS IN
DISPUTE LESS THE ITEMS' FAIR MARKET VALUE AS OF THE DATE
ANY ARBITkATION PROCEEDING IS COMMENCED. UNDER NO
CIRCUMSTANCES SI--LXLL A PARTY BE LIABLE TO THE OTHER PARTY
FOR INDIRECT, INCIDENTAL, ADDITIONAL, PUNITIVE, EXEMPLARY
OR CONSEQUENTIAL DAMAGES EVEN IF A PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. The parties
expressly agree the arbitrator may not award any exemplary, incidental,
indirect or consequential damnages, including damages for lost profits to
any party, and the parties waive any right to recover such damnage
8. Each party shall be responsible for his, her or its ov.m costs and attorney's fees
incurred in connection with any claim, arbitration, lawsuit, legal action, dispute or
proceeding of any kind arising from or related to any transaction between Client and
Goldline. In any arbitration arising out of or related to any transaction between Client
and Goldline, the arbitrator may not award costs or attorney's fees to the prevailing
party(ies); each side is to bear his, her or its costs and attorney's fees.
9. The parties agree that any claim, arbitration, lawsuit, legal action, dispute or
proceeding of any kind arising out of or relating to any transaction between Client and
Goldline is barred unless commenced within one (1) year from the date of that
transaction. The parties acknowledge that, but for this waiver, he, she or it might have
a longer time period to initiate a claim under state or federal law.
10. Mandatory Mediation
i. The parties agree that controversies arising out of or relating in any way to any
transaction with Goldline shall first be submitted to JANIS for mediation and if the
matter is not resolved through mediation, then it shall be submitted to JAMS for
final and binding arbitration pursuant to this section P. Either party may commence
mediation by providing to JAMS and the other party a written request for mediation,
setting forth the subject of the dispute and the relief the arbitrator of the parties'
claims absent the parties' express written consent to the contrary. The parties agree
that they will participate in the mediation in good faith and that they will share equally
in its costs. Provided, however, that if the parties resolved all disputes
through mediation under this section P (10), Goldline shall pay all
mediation fees charged by JAMS.
ii. All offers, promises, conduct and statements, whether oral or written, made in
the course of the mediation by any of the parties, their agents, employees, experts
and attorneys, and by the mediator or any JANIS employees, are confidential,
privileged and inadmissible for any purpose, including impeachment, in any
arbitration or other proceeding involving the parties, provided that evidence that is
otherwise admissible or discoverable shall not be rendered inadmissible or non-
discoverable as a result of its use in the mediation.
iii. Either party may initiate arbitration with respect to the matters submitted to
mediation by filing a written demand for arbitration at any time following the
initial mediation session or at any time following forty-five (45) calendar days from
the date of filing the written request for mediation, whichever occurs first
("Earliest Initiation Date". )
The mediation may continue after the commencement of arbitration if the parties
so desire. At no time prior to the Earliest Initiation Date shall either side initiate an
arbitration related to this Agreement except to pursue a provisional remedy that is
authorized by law or by the Arbitration Rules or by agreement of the parties.
iv. All applicable statutes of limitation and defenses based upon the passage of time
shall be tolled from the date either party provides a written request for mediation
in accordance with this section P (10) until fifteen (15) calendar days after the
Earliest Initiation Date. The parties will take such action, if any, required to
effectuate such tolling.
11. BY SIGNNG BELOW, CLIENT CONFIRMS THAT HE OR SHE HAS
READ AND UNDERSTOOD THIS SECTION REGARDING ARBITRATION
AND MEDIATION AND VOLUNTARILY AGREES TO BINDING
ARBITRATION AND MANDATORY MEDIATION. IN DOING SO, CLIENT
VOLUNTARILY GIVES UP IMPORTANT CONSTITUTIONAL RIGHTS TO
TRAL BY JUDGE OR JURY, AS WELL AS RIGHTS TO APPEAL
R. Consent To Call/Do Not Call
Client expressly authorizes Goldline to contact Client at the telephone numbers
provided in this Agreement regardless of whether these numbers are listed on any
state or federal Do Not Call list. If Client requests that Goldline no longer contact
Client, Goldline will promptly place Client on Goldline's Do Not Call list.
S. Special State Refund Policies
1. Nebraska, Maryland, Louisiana, Kansas, Connecticut
Goldline provides all first-time customers the right to a refund for the return of
undamaged and unused metals or coins, provided that Goldline receives written
notice of cancellation within seven (7) calendar days after the date you receive the
merchandise. Your receipt"of metals or coins is deemed to occur at the earliest of:
(a) the date that you receive actual possession of the metals or coins; or (b) the
date that you receive written confirmation that the metals or coins have been
deposited on your behalf in an independent depository. Goldline shall, upon
written notice of cancellation and receipt of the merchandise in the same condition
as delivered, issue a full refund within thirty (30) calendar days from the date of
cancellation or, where merchandise has been delivered, the returned merchandise
is received by Goldline, whichever is later.
2. Hawaii, Mississippi, West Virginia, Arizona, Montana, Oklahoma, Texas
(credit card purchases only), Oregon
Goldline provides you the right to receive a full refund for the return of undamaged
and unused metals or coins, provided that Goldline receives written notice of the
return within seven (7) calendar days after the date that you receive the
merchandise. Your receipt" of metals or coins is deemed to occur at the earliest of:
(a) the date that you receive actual possession of the metals or coins; or (b) the date
that you receive written confirmation that the metals or coins have been deposited
on your behalf in an independent depository. Goldline shall, upon written notice of
cancellation and receipt of the merchandise in the same condition as delivered,
issue a full refund within thirty (30) calendar days from the date of cancellation or,
where merchandise has been delivered, the returned merchandise is received by
Goldline, whichever is later.
3. Colorado, Utah
In addition to any other right to revoke an order, you, the purchaser may, cancel
this sale up to midnight of the third business day after the receipt of the
merchandise or premium, whichever is later. Notice of cancellation must be in
writing and postmarked or date/time-stamped no later than midnight of the third
business day after receipt of merchandise or premium. Notice of cancellation may
be mailed to Goldline at 11835 W. Olympic Blvd, Suite 500, Los Angeles, CA 90064
or sent via facsimile to (310) 260-0346. Goldline shall, upon written notice of
cancellation and receipt of the merchandise or premium in the same condition as
delivered, issue a full refund within thirty (30) calendar days from the date of
cancellation or, where merchandise or premium has been delivered, the returned
merchandise is received by Goldline, whichever is later.
4. Nevada
Goldline provides you the right to a refund or replacement, at your option,
if (a) the goods or services are defective, or are not as represented and (b) you
return the unused goods if any, or make a written request for the refund or
replacement within 30 days after you receive the goods or services. A return or
request is timely if shipment is made or the request is postmarked, properly
addressed and postage prepaid, within the time provided by the above terms. The
written request may be made by mailing a written notice to Goldline at 11835 W.
Olympic Blvd, Suite 500, Los Angeles, CA 90064. If you wish to receive a refund or
replacement, return all items shipped to you (if any) in the same condition as when
received. Contact Client Relations or your Account Executive for Goldline's packaging
and address requirements prior to sending. If you cancel but fail to send the items to
Goldline, Inc. in the same condition as when received, then you will remain liable for
performance of all obligations under the contract.
5. Indiana, Pennsylvania, Vermont, Wyoming, South Dakota
Goldline provides you the right to receive a full refund for the return of undamaged
and unused metals or coins, provided that Goldline receives written notice of the
return within ten (10) calendar days after the date that you receive the
merchandise. Your "receipt" of metals or coins is deemed to occur at the earliest of:
(a) the date that you receive actual possession of the metals or coins; or (b) the date
that you receive written confirmation that the metals or coins have been deposited
on your behalf in an independent depository. Goldline shall, upon written notice of
cancellation and receipt of the merchandise in the same condition as delivered,
issue a full refund within thirty (30) calendar days from the date of cancellation or,
where merchandise has been delivered, the returned merchandise is received by
Goldline, whichever is later.
6. Michigan, Virginia, Arkansas
Goldline provides all customers the right to a full refund provided that Goldline
receives written notice of cancellation (see notice provided with your trade
confirmation) within three (3) business days after the date that you sign the
Addendum to this Trade Confirmation. Goldline shall, upon written notice of
cancellation, issue a full refund within ten (10) calendar days from the date you
send us the notice of cancellation (notice of cancellation, if given by mail, is given
when it is deposited in a mailbox properly addressed and postage prepaid). If you
decide to cancel, return all items shipped to you (if any) in substantially
as good condition as when received to the address that appears on the
form, ATTN: Operations Departmnent.
7. North Dakota
Goldline provides you the right to receive a full refund for the return of undamaged
and unused metals or coins, provided that Goldline receives written notice of the
return within fifteen (15) calendar days after the date that you receive the
merchandise. Your receipt" of metals or coins is deemed to occur at the earliest of:
(a) the date that you receive actual possession of the metals or coins; or (b) the date
that you receive written confirmation that the metals or coins have been deposited
on your behalf in an independent depository. Goldline shall, upon written notice of
cancellation and receipt of the merchandise in the same condition as delivered,
issue a full refund within thirty (30) calendar days from the date of cancellation or,
where merchandise has been delivered, the returned merchandise is received by
Goldline, whichever is later.
8. Maine
Goldline provides all first-time customers the right to a refund, provided that
Goldline receives written notice of cancellation within seven (7) calendar days from
the date of your purchase. For second and subsequent purchases, you have the
right to receive a full refund provided that Goldline receives written notice of the
cancellation within three (3) business days after the date your trade
confirmation is mailed or delivered, as above. Goldline shall, upon written notice of
cancellation, issue a full refund within fifteen (15) calendar days from the date you
send us the notice of cancellation (notice of cancellation, if given by mail, is given
when it is deposited in a mailbox properly addressed and postage prepaid). If you
decide to cancel, return all items shipped to you (if any) in substantially
as good condition as when received to the address that appears on the
form, ATTN: Operations Departlnent.
9. Wisconsin
Goldline provides all customers the right to a full refund provided that Goldline
receives written notice of cancellation (see notice provided with your trade
confirmation) within three (3) business days after the date that you sign the
Addendum to this Trade Confirmation. Goldline shall, upon written notice of
cancellation and receipt of the merchandise in the same condition as delivered, issue
a full refund within thirty (30) calendar days from the date of cancellation or, where
merchandise has been delivered, the returned merchandise is received by Goldline,
whichever is later. (Notice of cancellation, if given by mail, is given when it is
deposited in a mailbox properly addressed and postage prepaid.)
10. Alaska
Goldline provides all customers the right to receive a full refund for the return of
undamaged and unused metals or coins, provided the customer gives Goldline timely
notice of the return within seven (7) calendar days after the date the customer
receives the merchandise. Timely notice is given if the return request is made in
person within the seven (7) days or if the return or request is mailed, properly
addressed and postmarked, postage prepaid, within the seven (7) days. Receipt of
metals or coins is deemed to occur at the earliest of: (a) the date the customer
receives actual possession of the metals or coins; or (b) the date the customer
receives written confirmation that the metals or coins have been deposited on the
customer's behalf in an independent depository. Goldline shall, upon written notice
of cancellation and receipt of the merchandise in the same condition as delivered,
issue a full refund within thirty (30) calendar days from the date of cancellation or,
where merchandise has been delivered, the returned merchandise is received by
Goldline, whichever is later.
