AUREA SVIZZERA AG

GENERAL TERMS AND CONDITIONS

WWW.AUREAINVEST.CH

1. GENERAL PROVISIONS

These General Terms and Conditions (hereinafter, "GTC") apply to all contracts entered into between the customer (hereinafter, "Customer") and AUREA SVIZZERA AG, with its registered seat in Chiasso, Switzerland (hereinafter, "AUREA") in connection with products for sale on the website www.aureainvest.ch (hereinafter, the "Site"). These GTC, together with any documents incorporated by reference herein, govern your access and use of the Site or any other services under these GTC, including all related tools, web applications, and application programming interfaces (APIs) made available thereon.

AUREA is a regulated financial intermediary within the meaning of the Swiss Anti-Money Laundering Act and is affiliated to the OAD FCT, Lugano.

By placing an order, the Customer confirms that he/she has read and understood the GTC and declares his/her acceptance of them without reservation. Through the links on the Site, the Customer can consult the GTC at any time.

Delivery of products is only possible in Switzerland and not abroad.

Each customer may purchase precious gold bars from AUREA for an amount up to CHF 14,999.99 per transaction (including multiple purchases within 24 hours) or up to CHF 49,999.99 within one year through one or more linked transactions.

Taking into account the specificity of the proposed products and the fluctuations related to the gold price, no right of withdrawal is possible. For the same reasons, it is not possible to cancel an order after it has been accepted by AUREA.

2.    SERVICES

3.    CONCLUSION OF THE CONTRACT

4.    CUSTOMER ONBOARDING

a.    General

b.    KYC Onboarding

c.    AML Onboarding

d.    Customer Account

The Customer may create their own account on the Site by providing a valid email address and a password to log in, after reviewing the Privacy Policy regarding the processing of personal data. The registration credentials, which can be modified by the Customer at any time through access to their account, are personal and cannot be transferred to third parties.

The Customer guarantees that the information provided during the registration process is complete, correct, and truthful.

In any case, the Customer agrees to hold AUREA harmless from any compensation obligations or penalties arising from, and/or in any way related to, the Customer’s violation of the Site registration rules. The Customer is solely responsible for accessing the Site and is directly liable for any damage or harm caused to AUREA or third parties due to improper use, loss, misappropriation by others, or failure to maintain adequate confidentiality of their registration credentials. All operations carried out using the registration credentials are considered to have been performed by the Customer to whom the registration credentials refer.

The Customer may delete their website registration at any time by sending an email to info@aureainvest.ch.

5.    PRICE

a.    Small Orders

In case the Customer places an order of lower than CHF 10'000 (hereinafter "Small Order"), the terms of payment of the price are governed by these contractual provisions.

Payment, in the case of Small Orders, may be made, at the Customer's option, by:

1. credit card in the name of the Customer belonging to the circuits indicated on the Site or, if permitted by the Site, through access to the Customer’s Paypal account: the amount of the price will be charged to the chosen means of payment at the time the purchase order is placed and confirmed by AUREA. In particular, before the confirmation of the purchase order by "clicking" on the relevant button, the Customer will be redirected to the site of the institution in charge of managing the payment procedures where he/she will have to enter the credentials of the credit card, as well as any other data that may be required, authorizing the charging of the amount of the purchase order. AUREA shall in no way be held liable for any illicit or fraudulent use that may be made by third parties of the credit card or other means of payment used by the Customer;
2. bank transfer of the amount of the price, no later than 3 days after the completion and confirmation of the purchase order. If the amount of the price is not credited to the bank account in the name of AUREA by the third day after the purchase order, the order will be considered canceled and, where AUREA has already communicated its acceptance of the purchase order, AUREA SA may in any case decide to withdraw from the Contract without the Customer having any further claim with reference to the product or for any other reason;
3. in case of pickup at a Store, selecting the relevant method of payment.

b.    Large Orders

If the Customer places an order equal or exceeding CHF 10’000 (hereinafter "Large Order"), the determination of the Final Price[1] and the manner of payment of the amounts due by the Customer shall be governed as follows.

Payment, in the case of Large Orders, at the Customer's option, by:

1. debiting the entire Provisional Price[2] or a 10% advance payment (“Deposit”) to a credit card in the name of the Customer adhering to the circuits indicated on the Site or, if permitted by the Site, by accessing the Customer’s Paypal account: the amount of the Provisional Price or Deposit will be debited at the time of the purchase order. Unless the amount of the Deposit or Provisional Price is properly credited to AUREA, the Provisional Price shall be the same as the Final Price. If Customer has opted to pay the Deposit, payment of the difference between the Deposit and the Final Price must be made by Customer no later than 3 days after AUREA's acceptance of the purchase order.The Customer will be redirected to the site of the institution in charge of managing the payment procedures where he/she will have to enter the credentials of the credit card or, if allowed by the site, of his/her Paypal account, as well as any other data that may be required, authorizing the charging of the amount of the purchase order. AUREA shall in no way be held liable for any illicit or fraudulent use that may be made by third parties of the credit card or other means of payment used by the Customer;
2. bank transfer of the amount of the Deposit, which the Customer must make no later than 3 days after the completion of purchase order. If the bank account in the name of AUREA is not credited with the amount of the Deposit by the third day following the completion of the purchase order by the Customer, the purchase order shall be deemed cancelled. The remaining amount of the Final Price must be paid by the Customer no later than 3 days after receipt from AUREA of the acceptance of the purchase order, which will contain an indication of the amount of the Final Price according to the pricing mechanism as defined below. In case of failure to credit the bank account in the name of AUREA with the remaining amount of the Final Price by the sixth day following the transmission of the acceptance of the purchase order, AUREA may decide to terminate the Contract;
3. bank transfer of the entire Provisional Price, which the Customer must make no later than 3 days after the Purchase Order is completed. If the amount of the Provisional Price is not credited to the bank account in the name of AUREA by the third day following the Purchase Order, the same shall be considered cancelled. Any difference between the Provisional Price and the Final Price will be paid by the Customer no later than 3 days after receipt by AUREA of the acceptance of the Purchase Order, which will contain an indication of the amount of the Final Price according to the pricing mechanism as defined below. In case of failure to credit the bank account in the name of AUREA with the remaining amount of the Final Price by the third day following the transmission of the acceptance of the purchase order, AUREA may decide to terminate the Contract.

The Customer acknowledges that the value of gold is subject to market fluctuations.

Accordingly, in the event that the Customer places a Large Order and does not pay the Provisional Price or Deposit by credit card or, where permitted by the Site, by accessing its Paypal account, the Provisional Price must be considered as merely indicative and will be updated by AUREA, upwards or downwards. In particular, if the payment of the Provisional Price or Deposit relating to a Large Order is made by bank transfer, the Provisional Price will be updated by AUREA, upwards or downwards, taking into account the trend of the gold market, in addition to the margin applied by AUREA, on the date the Deposit or Provisional Price is credited to the current account in the name of AUREA; the Provisional Price thus updated will constitute the Final Price. In the event that the crediting of the Provisional Price or the Deposit occurs on a day when the gold markets are closed, the Provisional Price shall be updated by AUREA, upward or downward, again taking into account the trend of the gold market, plus the margin applied by AUREA, recorded on the last open market day prior to the date of crediting of the Deposit or the Provisional Price; the Provisional Price so updated shall constitute the Final Price.

If the Provisional Price is higher than the Final Price and the Customer has already paid the full Provisional Price to AUREA, AUREA agrees to pay the difference to the Customer within 5 days of the notice of the Final Price, either by bank transfer to the same bank account with which the Customer made the payment of the Provisional Price or by re-crediting the difference to the Customer's credit card. 

By way of example, a scenario is given for a Large Order in the case of payment of the Deposit by bank transfer:

Provisional Price in T0 (Purchase Order date) = 10,000 CHF (A), Deposit 1,000 CHF (B).

Final Price of the Product at T1 (date of crediting Customer's Deposit to AUREA’s account) = 10,010 CHF (C)

Balance due from Customer (C-B)= 10,010 - 1,000 = 9,010 CHF

In the event of Customer's failure, for whatever reason, to pay all amounts due within the terms from time to time provided in these GTCs, AUREA may decide to withdraw from the Contract and retain any amount already paid by Customer by way of Deposit, without Customer having any further claim with respect to the amount already paid by way of Deposit.

6. DELIVERY OF PRODUCTS

Delivery of the products will take place provided that payment has occurred in full and in the manner and within the terms specified in these GTC.

Costs associated with the delivery or collection of precious gold bars (including but not limited to particular fees, all taxes, customs duties, travel, transport and insurance costs) are to be borne by the Customer.

The risk is transferred to the Customer as soon as the delivery is deemed complete.

It is the responsibility of the Customer to check the products for completeness and integrity immediately. In the event of delivery, AUREA must be notified of any complaints in writing without delay, but within two days at the latest. In the event of collection at the Store, complaints must be reported to AUREA immediately on site. Under no circumstances will products with altered or tampered protective cases be refunded.

The Customer can either collect the products at the Store chosen with the purchase order or have the products shipped to their residential address.

In case of collection at the Stores and physical delivery to the Customer’s residential address, the place of fulfillment of the contract is Chiasso, Switzerland.

a.    Collection at the Store

AUREA will notify the Customer of the timing of making the products available at the selected Store, approximately within 7-10 business days after the Final Price is credited to the bank account in the name of AUREA.

The Customer has a period of 10 days from the communicated date to collect the products from the selected Store.

It is understood that, once this deadline has passed without the Customer having collected the products from the selected Store, the Contract will be considered terminated, AUREA will proceed to refund a sum equal to 90% of the amount paid by the Customer, minus the delivery costs incurred by the selected store for the return of the product to the sender, and will retain the remaining 10% of the amount paid by the Customer as a penalty clause, without prejudice in any case to the possibility of acting for further damage.

In order to be able to pick up the products, the Customer must go to the selected Store bringing with him/her: (i) an identity document or other equivalent identification and (ii) the purchase order number that appears in the e-mail communication confirming the purchase order.

Upon delivery of the products, the Customer must sign a receipt document. This document shall constitute title to delivery for AUREA and receipt for the Customer, and no dispute regarding delivery may be made.

b.    Shipment to the Customer’s address

Delivery will be made only to the residential address of the Customer. Delivery to a mailbox or other location is not possible.

In the event of non-delivery due to the absence of the recipient at the specified address, the shipper will retry delivery. Where even the second delivery attempt is not successful, the products will be returned to AUREA.

In the event that, following 2 (two) unsuccessful attempts at delivery, the Products are returned by the shipper to AUREA and the latter will inform the Customer by e-mail, indicating the place where the Products may possibly be picked up by the Customer within the next 30 (thirty) days, unless the Customer requests a new shipment, with costs borne by the Customer.

Once 30 (thirty) days have elapsed since the above communication to the Customer, without the Customer having collected the products or requested a new shipment, the Contract will be considered terminated. In such an event, AUREA will proceed to refund the amount paid by the Customer net of the costs of the unsuccessful delivery of the product as well as the costs of returning the same to AUREA and the storage costs, as of now identified as a lump sum of 50 CHF. The termination of the Contract and the amount of the refund will be communicated to the user by e-mail. The refunded amount will be credited to the means of payment used by the user for the purchase. AUREA accepts no responsibility for any delays in crediting that depend on the banking institution or the circuit of the credit card used for the purchase. In the event that, before the elapsing of 30 (thirty) days, the Customer requests to receive the purchased products again, AUREA will proceed to a new delivery subject to charging, in addition to the costs of the same, the costs of returning the product to AUREA and storage costs, as of now identified as a lump sum of 50 CHF. The terms of payment of this amount will be agreed directly with the Customer. The new delivery will take place only after payment has been made.

In case of delivery impediments, AUREA will contact the user by e-mail to inform him/her of the delay in delivery time. AUREA cannot be held responsible in any way for any delays due to the acts of third parties e\or force majeure.

7.FEES, TAXES, CUSTOMS DUTIES, COSTS AND CHARGES

8. LIABILITY OF AUREA

In no event will AUREA be liable for any direct, indirect, special, incidental, consequential, punitive, enhanced or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages for business interruption or diminution in value) arising out of or in any way related to the provision of the Services, the use of and access to the Services, or otherwise related to these GTC, regardless of the form of action, whether based in contract, tort (including, but not limited to, simple negligence, whether active, passive or imputed), or any other legal theory (even if the party has been advised of the possibility of such damages and regardless of whether such damages were foreseeable).

AUREA accepts no liability for damage caused by force majeure (e.g. natural disasters). Any further liability for any direct or indirect damage in connection with the provision of the Services, including the use of the app or website, is hereby expressly excluded by Aurea, irrespective of the underlying legal grounds.

AUREA expressly excludes any liability caused by its auxiliary persons in the exercise of their work through slight negligence, as far as legally permissible.

The limitations set forth in this Section will not limit or exclude liability for gross negligence, fraud or willful misconduct of AUREA and shall not apply to claims for breach of confidentiality or indemnification obligations hereunder.

9. RISKS

The price development of the precious gold bars generally depends on the supply and demand behaviour of the market participants in this particular market segment. Precious gold bars may be subject to considerable price fluctuations (so-called volatility), which may be based on various unforeseeable developments. It cannot be ruled out that, due to changing market conditions, the price of gold will fall in the future and that Customers will thus have to accept a loss in value.

10. REPRESENTATIONS AND WARRANTIES OF CUSTOMER

The Customer represents and warrants to AUREA that:

• the Customer has all requisite power and authority to execute, issue and deliver these GTC, and to carry out and perform its obligations under these GTC and any related agreements;
• the Customer’s funds are: (i) good, clean, clear and of non-criminal origin; (ii) completely free and clear of any liens or encumbrances of any kind of any rights of third-party interests; and (iii) has no origins that may be connected to any breach of money laundering regulations whatsoever, as defined in the jurisdiction of origin, or internationally;
• only the Customer and its Authorized Persons use the Services, and the Customer uses the Services for its own account and on its own behalf only;
• The Customer and its Authorized Persons are not residents of, citizens of or located in a geographic area that is subject to UN-, US-, EU-, Swiss or any other sovereign country sanctions or embargoes;
• The Customer and its Authorized Persons are not being listed, or associated with any person or entity being listed, on any of the US Department of Commerce’s Denied Persons or Entity List, the US Department of Treasury’s Specially Designated Nationals or Blocked Persons Lists, the US Department of State’s Debarred Parties List, the EU Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or the Swiss SECO’s Overall List of Sanctioned Individuals, Entities and Organizations;

11.  DATA PROTECTION

The Customer confirms to have carefully read AUREA’s Privacy Policy, which can be accessed in its most current version on the Site.

12.  CHANGE OF GTC

AUREA reserves the right to change the provisions of these GTC unilaterally (“Change of GTC”). AUREA shall notify the Customer of the Change of GTC as soon as practicable by e-mail and/or by posting a notice on the Site or via any other pre-agreed communication channel. The Change of GTC shall enter into force if the Customer does not object to the Change of GTC in writing within 30 calendar days after the notification of the Change of GTC. An objection leads automatically to the termination of the GTC and suspension of any services.

13.  MISCELLANEOUS

Force Majeure: Non-performance by a party is excused if that party proves reasonably demonstrates that the non-performance was due to an impediment beyond its control (in particular but not limited to pandemics; breakdown of or damage to plants; shortage of energy; war; fire; work stoppages or other labour difficulties) and that it could not reasonably be expected to have taken the impediment into account at the time of the acceptance of the GTC or to have avoided or overcome it or its consequences. The time for any performance required hereunder shall be extended by the delay incurred as a result of such act of force majeure, and each party shall act with diligence to correct such force majeure. The party who fails to perform must give notice to the other party of the impediment and its effect on its ability to perform.

Right to Set-Off: AUREA has the right to set-off any claims against the Customer arising from these GTC and/or, in general, from the Services. If amounts subject to set-off are denominated other than in Swiss Francs, AUREA may at any time convert such amounts and set-off the claim in Swiss Francs.

Assignment: Only AUREA may assign, in whole or in part, these GTC, or delegate all or any part of its rights, interests or obligations under these GTC without the prior written consent of the Customer. The Customer may not assign, in whole or in part, these GTC, or delegate all or any part of its rights, interests or obligations under these GTC without the prior written consent of AUREA.

Use of Subcontractors: The Customer understands that AUREA may perform any of its duties or obligations under these GTC through subcontractors, agents (including affiliates), whenever and on such terms and conditions as AUREA, in its sole discretion, deems necessary or appropriate to perform such duties or obligations or liabilities; provided that no arrangement with such subcontractor, agent shall discharge AUREA from its duties and obligations hereunder.

Severability: If any provision of these GTC is held to be unenforceable for any reason, it shall be adjusted rather than voided, if possible, in order to achieve the intent of the Parties to the fullest extent possible. In any event, all other provisions of these GTC shall remain valid and enforceable to the fullest extent possible.

Entire Terms: These GTC constitute the entire understanding of the parties concerning the object of these GTC and supersedes all previous terms or arrangements, negotiations, correspondence, undertakings and communications, oral or in writing.

Written Form: Any changes of these GTC are only valid if the changes are communicated to the Customer by AUREA by e-mail and/or via any other pre-agreed communication channel, with the exception of the Change of GTC procedure as outlined in these GTC.

Communication: All notices and other communications to be made between the Customer and AUREA shall be made in writing and, unless otherwise stated, shall be made by letter, e-mail or other electronical means to the address as notified to the other Party from time to time. Any notice or other communication will be deemed to have been received on the date it is delivered. In the course of the Customer account creation process, additional communication channels can be pre-agreed. An adaption of these additional communication channels is always possible, subject to the approval of AUREA.

14.  APPLICABLE LAW AND JURISDICTION

The contractual relationship between AUREA and the Customer is governed exclusively by Swiss law, excluding conflict of law rules. The United Nations Convention for the International Sales of Goods is excluded.

Any dispute under this GTC shall be submitted to the exclusive jurisdiction of the courts of Chiasso, unless a mandatory place of jurisdiction conflicts with this choice of jurisdiction.

[1] "Final Price" means the Provisional Price as updated by AUREA, up or down, on the date the Provisional Price or deposit is credited to the bank account in the name of AUREA.

 

[2] "Provisional Price" means the price of the product shown on the Site at the time of the purchase order. The Provisional Price is to be considered as indicative only.