Please Read and Acknowledge
The Storage Operator offers storage and shipping services only for coins, precious metals, collectibles and other Assets. The Storage Operator does not buy or sell coins or precious metals, nor does the Storage Operator or any of its officers, managers, members or employees endorse any particular precious metals dealer or broker. The Storage Operator does not make any representation about, nor renders advice concerning, investing in or financing the purchase of coins or precious metals or any other Assets, nor does the Storage Operator guarantee the market value of investments or Assets of its customers using the Facility.
Terms And Conditions
1. Your Assets will be held in your Account on a “said to contain” basis, subject to the
terms and conditions stated herein. The Storage Operator will not be responsible for verifying the content, authenticity, fineness, value, weight, or accuracy of the identification markings of any Assets you deliver, or have delivered, to the Facility to place in your Account. Onus of Proof. Please be aware that for items other than coins and precious metals and that do not have a readily ascertainable market value, in the event of loss or damage, the burden of proof will lie with you to adequately show, to our insurer’s satisfaction, that the declared values given by you for such items adequately represent no more than their current fair market value at the date of loss. For your protection, we suggest that you obtain a certified appraisal for any such items prior to shipping the items to the Facility. For any item with a declared value of $100,000 or more, a copy of a certified appraisal for such item reflecting such value must accompany the item when it is delivered to the Facility for storage. If such item is removed from storage and subsequently delivered back into storage, it must be accompanied by a new certified appraisal. In no event will the Storage Operator be liable for special or consequential damages. By signing below, you represent that the declared value provided by you for any of your items stored at the Facility represents a good faith estimate of the item’s fair market value. Prohibited Items. You acknowledge and agree that the following items may not be stored at the Facility: perishable goods or food items; animal products; combustible, hazardous or toxic materials; explosives, including fireworks; illegal substances; stolen items; items requiring specific climate controls; and regular United States currency (not including precious metals coins that are numismatic in nature or whose precious metals content value exceeds the face value of the currency). By signing below, you agree not to ship any such items to the Facility for storage.
2. By signing below, you authorize the Storage Operator to accept and receive on your behalf any Assets you may purchase and cause or direct to be delivered for storage to the Storage Operator, and to take any actions incidental thereto or necessary to accept any such delivery on your behalf. Any prohibited items listed in Section 1 delivered for storage to the Storage Operator, to the extent known by the Storage Operator to be prohibited items, will be rejected and returned to you at your expense.
3. Upon delivery of your Assets to the Facility, the Storage Operator will provide you with a receipt or confirmation evidencing that your Assets, in the quantity purchased (in the case of purchased precious metals delivered to the Facility for storage), has been delivered to the Facility and is being and will continue to be held by the Storage Operator on your behalf, free and clear of all liens and encumbrances, other than liens you cause to be placed on such Assets, tax liens, liens agreed to by you, or liens of the Storage Operator for fees and expenses, which have previously been disclosed to you.
4. Your Assets will be physically held at the Facility separate and apart from the assets of the Facility’s other customers and identified as Assets belonging specifically to you. Your Assets will also be segregated from the assets of the Storage Operator and will not be reflected on the financials of the Storage Operator as in any way belonging to the Storage Operator or otherwise.
5. You agree that upon your request, or upon the reasonable determination of the Storage Operator due to potentially unsafe conditions at the Facility, the Storage Operator may
transfer your Assets to another facility for storage (“Substitute Facility”). In either such case, either the Storage Operator or the Substitute Facility will maintain insurance coverage for your Assets. Any Substitute Facility will be required to agree (i) to maintain in effect all-risk insurance (loss or damage from the perils of war and nuclear incident and other specified unusual events excluded) on Assets transferred to the Substitute Facility by the Storage Operator for storage, and to provide, upon request from Storage Operator, Certificates of Insurance evidencing such insurance coverage; (ii) to allow Storage Operator at any time during normal business hours, at its expense, to review and examine the Substitute Facility and to account for the Assets transferred to the Substitute Facility by Storage Operator on behalf of its clients; and (iii) to allow Storage Operator during normal business hours to consult with officers and employees of the Substitute Facility with respect to any matters related to the clients or Assets of the clients of Storage Operator held at the Substitute Facility. If at any time the Substitute Facility fails to provide or prove insurance coverage, the Storage Operator may withdraw the metal or other Assets from that Substitute Facility and deliver the metal or other Assets to another Substitute Facility, to the Storage Operator or to you. When choosing a Substitute Facility, the Storage Operator may consider, among others, the Substitute Facility’s ability to obtain insurance with a large, reputable insurance company, the system of law of the country where the Substitute Facility is located if outside the United States, storage space availability, and the Substitute Facility’s ability to meet client needs in a safe and prudent manner. If the Substitute Facility is located outside the United States, you should be aware (A) there are additional risks and costs associated with the transportation to, delivery from and storage of your Assets in a foreign country; (B) the Substitute Facility may only maintain insurance covering the metal content of coins or bars and not any numismatic or collectible premium associated with the precious metals or other Assets transferred to the Substitute Facility; and (C) certain filings may be required with the IRS and you are advised to consult your tax adviser.
6. Upon receipt of your written instructions, and in accordance with the terms of this Agreement and the Facility’s operating procedures in effect at the time, Storage Operator will prepare and release your Assets to you or your designated agent, or arrange for insured delivery of your Assets to an address you specify, including a Substitute Facility. Such preparation, release and/or delivery services will be provided at your expense.
7. Storage Operator shall not be liable for any failure of or delay in the performance of its obligations under this Agreement for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders, riots, acts of terrorism, judicial action, or any other force majeure event.
8. The Facility’s current fee schedule is attached. Please review it carefully. You will be billed for storage fees, processing and other service fees associated with your Account quarterly, in accordance with the Facility’s then-current fee schedule. You agree to pay the Storage Operator within thirty (30) days of the date appearing on your invoice. If Storage Operator does not receive your payment within the specified thirty (30) day period, it may impose a late fee of the greater of $30, or 1.5% of the amount that is past due. The Storage Operator may adjust its storage and other fees upon thirty (30) days’ prior notice to you.
9. You acknowledge and agree that while your Assets are stored at the Facility, Storage Operator shall have a continuing security interest in the Assets and may sell or otherwise dispose of all or a portion of such Assets to satisfy any unpaid obligations you may owe to the Storage Operator for storage fees or otherwise. Storage Operator will remit to you any balance remaining from any such sale or disposition, after deducting the amount due it and the costs associated with the sale or disposition transaction, including but not limited to, attorneys’ fees, if any. Notwithstanding the foregoing, the Storage Operator will waive its security interest if you provide the Storage Operator with a cash security deposit equal to approximately two (2) years of storage fees for your Assets stored at the Facility based on the Storage Operator’s fee schedule then in effect; provided, however, the Storage Operator reserves the right to lower the initial deposit required in its sole discretion on a case by case basis. The Storage Operator may apply the security deposit towards any amounts owed by you to the Storage Operator that are not timely paid by you, including storage fees, shipping and insurance costs and any other amounts owed by you to the Storage Operator. You may request the return of the unused portion of the security deposit, if any, at any time and thereafter the Storage Operator’s security interest in your Assets stored at the Facility will be automatically reinstated. Such security interest will also be automatically reinstated at any time the amount on deposit falls below a minimum of two (2) quarters of estimated storage fees; provided, however, if the sole cause of the deposit falling below such minimum is the fluctuation in the price of the metals, and if such fluctuation again causes the two (2) quarter minimum to be met thereafter, the security interest will once again be waived. The security deposit will be held by the Storage Operator and insured under its insurance policy. No interest will be earned on the security deposit during the time it is held by the Storage Operator.
10. This Agreement may be terminated either by you or by Storage Operator upon thirty (30) days’ written notice to the other. In such event, you will be required to pay all charges due as of the date of termination and remove your Assets from your Account at the Facility at your expense.
11. If you wish to visit the Facility or any Substitute Facility for any reason, for security purposes, you will be required to present a form of government issued identification. The name on such identification must match the name on your Account. If the name on the Account is an entity or trust, the name on the identification must match the name of the authorized individual or trustee who signed this Agreement.
12. All notices, consents, waivers and other communications required or permitted under this Agreement must be in writing and will be deemed to have been given by a party (a) when delivered by hand; (b) one day after deposit with a nationally recognized overnight courier service; or (c) five days after deposit in the United States mail, if sent by certified mail, return receipt requested; in each case costs prepaid and to the addresses designated below on the signature page (or to such other address as a party may designate by notice to the other party). You are responsible for informing Storage Operator in writing of any change in your address.
13. Storage Operator will provide you with periodic statements listing the Assets held in, and the transactions associated with, your Account. If you believe any statement you receive
is incorrect in any way, you must notify Storage Operator within thirty (30) days of receiving any such statement. If you fail to notify Storage Operator of an error in a statement within such thirty (30) day period, the statement will be deemed to be accurate and correct, and you agree Storage Operator is not liable for any damages that may occur as a result of your failure to inform it of any inaccurate or incorrect information.
14. Should more than one person own this Account (collectively, the “Joint Owners”), each Joint Owner agrees, jointly and individually, that all Assets in the Account are held as Joint Tenants with Rights of Survivorship, not as Tenants in Common. Accordingly, the Joint Owners agree each is the agent for the other, and that each is authorized to act individually under the terms and conditions of this Agreement, including exercising the authority to receive, deposit, withdraw or transfer the Assets held in the Account at any time. Upon the death of one Joint Owner, the Assets held in the Account shall become the absolute property of the surviving Joint Owner(s), and you hereby direct and authorize Storage Operator to recognize the surviving Joint Owner(s) as the owner(s) of the Account. The Joint Owners, individually and jointly, each hereby agree to indemnify and hold Storage Operator harmless from any liability or damage it may incur as a result of its compliance with this Section 14, including the delivery, deposit, withdrawal or transfer of the Assets held in the Account upon the instruction of one Joint Owner. The Joint Owners further agree the terms outlined herein shall inure to, and be binding upon, each of their respective heirs, executors, assigns and administrators, as well as themselves.
15. You represent and warrant that all representations made to Storage Operator by you are to the best of your knowledge true, and that your adherence to this Agreement and your performance hereunder are, and will be in compliance with, all applicable law.
16. You may from time to time receive certain customer disclosure statements from the Storage Operator containing important information about the Facility, the Storage Operator and its principals and affiliates. You are encouraged to review this information carefully. You may also request a copy of the Storage Operator’s most recent balance sheet and a copy of the most recent audit report for the annual audit of the Facility and its holdings. By signing this Agreement, you agree to keep all such information received by you confidential and not to disclose such information to any other party or to use such information for any purpose other than to evaluate your decision to store Assets at the Facility.
17. The laws of the state of Idaho (without giving effect to its conflicts of laws principles) govern all matters arising out of or relating to this Agreement. Any action or proceeding arising out of or relating to this Agreement or arising out of or in any manner relating to the relationship between the parties shall only be brought in the state or federal courts in Boise, Idaho, and each of the parties hereto submits to the personal jurisdiction of such court (and of the appropriate appellate courts wherever located) in any such action or proceeding, and selects the courts in Boise, Idaho for proper venue in any such action or proceeding. You hereby appoint Idaho’s Secretary of State as your agent for service of process for any action Storage Operator may bring against you under this Agreement. Notwithstanding the foregoing paragraph of this Section 17, if your Assets are held in a Substitute Facility not located in the United States, you understand such Assets will be stored under and governed by the laws of the country in which the Substitute Facility is
located. Similarly, the laws of such country will govern all claims that may arise against the Substitute Facility and any such claims must be brought in the appropriate jurisdiction of the country in which the Substitute Facility is located.
18. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which, when taken together, shall be deemed one instrument. Signatures of the parties transmitted by facsimile or other electronic means shall be deemed to be their original signatures for all purposes and you shall be deemed to have consented to conduct this transaction by electronic means under applicable law. If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction (or, if applicable, an arbitrator), the remaining provisions of this Agreement shall not be affected and shall remain in full force and effect.
19. The terms and conditions outlined herein represent the entire agreement between Storage Operator and you with respect to the subject matter hereof. Storage Operator may amend this Agreement upon thirty (30) days’ prior written notice to you.
20. No failure on the part of Storage Operator to exercise any power, right, privilege or remedy under this Agreement, and no delay on the part of the Storage Operator in exercising any power, right, privilege or remedy under this Agreement, shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall constitute a continuing waiver or preclude any other or further exercise thereof or of any other power, right, privilege or remedy. Any such waiver shall not be applicable or have any effect except in the specific instance in which it is given.
I (we) have read and do acknowledge the above agreement