Client Terms

1.1These Client Terms apply to every dealing between you (you, your) and Liquid Gold Exchange Pty Ltd ACN 695 941 587 (LGX, we, us, our), including opening and using an account, using the Platform, and buying bullion from or selling bullion to us.

1.2Product Terms. We offer two separate products, each with its own terms (Product Terms): (a) physical bullion for collection or delivery, under our Bullion Purchase Terms and Collection & Delivery Terms; and (b) the ZLF Gold Reserve, under our ZLF Gold Reserve Terms. The Product Terms of one product do not apply to the other. These Client Terms, the applicable Product Terms and each Order Confirmation together form the LGX Terms.

1.3Order of precedence. On a matter specific to a product, its Product Terms prevail over these Client Terms. An Order Confirmation records the transaction it describes. Fees and charges are those set out in the LGX Terms or notified to you before you give the instruction to which they relate (for example, delivery, a change of product specification, or uncollected bullion). An Order Confirmation does not vary the transaction or the LGX Terms. After Price Fixing, a transaction may be changed only with your agreement, or to the extent required by law (including anti-money laundering, counter-terrorism financing and sanctions laws).

1.4Definitions. In the LGX Terms:

(a)Business Day means a day, other than a Saturday, Sunday or public holiday, on which banks are open in Melbourne, Victoria.

(b)Cleared Funds means money received in our nominated account, matched to your transaction and available for our unconditional use. Proof of payment or a pending transfer is not Cleared Funds.

(c)Order Confirmation means the written record we send you after Price Fixing.

(d)Platform means our website and client portal, including any app we provide.

(e)Price Fixing has the meaning in section 12.3.

(f)Trading Hours means 10:30am to 5:30pm (Melbourne time) on a Business Day.

2.1By opening an account, using the Platform, placing an order or paying us, you agree to these Client Terms and to the Product Terms for the product concerned.

2.2The LGX Terms are published at [insert URL]. The version that applies to a transaction is the version in force when the transaction becomes binding under section 12.4. We record the version you accepted and when you accepted it.

3.1You must keep your login details and registered contact accounts secure, keep your details up to date, and tell us immediately if you suspect unauthorised access. Instructions given through your account or registered contact details are treated as yours unless we have been told of, or reasonably suspect, unauthorised access.

3.2The Platform may not always be available. We may suspend the Platform, or any function on it, for maintenance, security, market disruption or compliance reasons.

3.3Declining instructions. We may decline any quote request or order before Price Fixing without giving a reason. We may also decline any instruction we reasonably suspect is fraudulent, unauthorised or unlawful.

3.4Closing your account. Either of us may close your account by giving the other 30 days’ notice, or any longer notice the applicable Product Terms require. We may suspend or close it on shorter notice where reasonably necessary for security or legal compliance, or if you materially breach the LGX Terms. Closure does not affect a transaction already at Price Fixing, which will be completed under the LGX Terms, or any right that has already accrued.

4.1We do not provide financial, investment, tax or legal advice. Any information we give about metals, markets or prices is general information only. You decide whether a product is right for you.

5.1We must comply with anti-money laundering, counter-terrorism financing and sanctions laws. Before we provide a service, and at any time afterwards, we may require information about your identity, address, beneficial owners and representatives, your source of funds or wealth, and the purpose of a transaction. You must give us accurate information and tell us of any change.

5.2We may refuse, delay or suspend an instruction, payment, refund, collection or delivery where required by law or reasonably necessary to complete our checks or to manage a material compliance or security risk. A hold does not forfeit your money or bullion. We will lift it when its basis no longer applies and, so far as the law allows, tell you what is needed.

5.3We may screen any person, destination or transaction, and may report information to AUSTRAC and other authorities where required or permitted by law. The law may prevent us from telling you about a report.

5.4Subject to section 11, we are not liable for loss caused by action we reasonably take under this section 5.

6.1You must pay from a bank account in your name. We may reject a payment from anyone else unless we have approved it, and may return it to the account it came from.

6.2Refunds. We pay refunds to the account from which we received your funds, or to another account in your name approved by our compliance team (for example, where the original account has closed).

6.3Charges and deductions. Your bank’s charges and currency conversion costs are your responsibility. We may deduct from an amount we owe you any amount then due from you under the LGX Terms, and will give you an itemised statement of the deduction. Deductions from the proceeds of a disposal of uncollected bullion are limited to those stated in the applicable Product Terms.

6.4Payments to you. We pay sale proceeds, buyback proceeds and the balance of any disposal proceeds to a bank account in your name that we have verified, normally the account from which we received your funds.

6.5Money we cannot pay. If we cannot pay you an amount after reasonable attempts (for example, because your account is closed, the payment is returned or we cannot contact you), we will hold it for you without interest. If it remains unclaimed, we will deal with it under the Unclaimed Money Act 2008 (Vic). It is not forfeited, and you may then claim it from the State Revenue Office Victoria.

6.6Overdue amounts. If you do not pay an amount when due, we may charge interest on it at up to the Reserve Bank of Australia cash rate plus 4% a year, calculated daily from the due date until paid. You must also pay our reasonable costs of recovering it.

7.1We may send notices, confirmations and statements through the Platform or to your registered contact details. A notice takes effect when it becomes accessible to you there. If that is after 5:30pm (Melbourne time) or on a non-Business Day, any period expressed in Business Days starts on the next Business Day. Where the law requires a notice to be given in a particular way, we will give it in that way.

7.2Records. Telephone calls with us are recorded. Our Platform records, call recordings and transaction records are evidence of your instructions and of each transaction unless shown to be wrong.

7.3Impersonation. We will never change our bank account details, or ask you to change a delivery address or pay an additional amount, by email, SMS or messaging app alone. If you receive such a request that appears to come from us, do not act on it and call us on [insert phone number].

8.1Neither of us is liable for delay or failure to perform caused by an event beyond the affected party’s reasonable control (a force majeure event), such as supplier or refinery shutdown, transport or airfreight disruption, customs holds, failure of banking or payment systems, third-party Platform or pricing-feed outages, sanctions or changes in law, natural disasters, pandemics and industrial action. An increase in cost, or an ordinary supplier delay, is not by itself a force majeure event. This section does not excuse payment of an amount that is due.

8.2The affected party must notify the other promptly, take reasonable steps to limit the effect of the event and keep the other informed.

8.3If a force majeure event prevents us from delivering bullion bought under our Bullion Purchase Terms, releasing it or making it available for collection for more than 30 days, we may cancel the affected part of the Order (as defined in those Terms). If it continues for more than 60 days, you may also cancel it by notice to us.

8.4On cancellation under section 8.3, we will refund the amount you have paid for bullion not delivered, and nothing further is payable by you.

8.5ZLF Gold Reserve. Sections 8.3 and 8.4 do not apply to a Pickup Request under our ZLF Gold Reserve Terms. If a force majeure event prevents performance of a Pickup Request for more than 30 days, either of us may cancel that Pickup Request by notice. Cancelling a Pickup Request does not cancel the underlying Gold Reserve Order or change the ownership of bullion already transferred to you. We remain obliged to supply bullion not yet supplied and will promptly tell you the fulfilment options and timetable available. Your rights to a refund or other remedy under those Terms or the law are not affected. Pickup Request and Gold Reserve Order have the meanings in those Terms.

9.1We handle your personal information, including identity and source-of-funds information, in accordance with the Privacy Act 1988 (Cth) and our Privacy Policy at [insert URL]. We share information with carriers, insurers, suppliers, banks and regulators, some of whom are located outside Australia (including in Hong Kong), only as needed to provide our services and meet our legal obligations.

10.1We may change these Client Terms or any Product Terms by publishing a new version on the Platform. A new version applies to transactions that become binding after it is published. A change does not alter a transaction already at Price Fixing, including its product, quantity or price, or add a fee to it, except to the extent required by law (including anti-money laundering, counter-terrorism financing and sanctions laws). A change to an arrangement that continues over time, such as Reserved Bullion under our ZLF Gold Reserve Terms, applies only as those Product Terms provide.

10.2Fees. We may change our fees and charges for future transactions by giving you at least 30 days’ notice.

11.1Mandatory rights. Nothing in the LGX Terms excludes, restricts or modifies any right or remedy you have under the Australian Consumer Law or other law that cannot lawfully be excluded, restricted or modified, including any right to a refund, replacement or compensation (a mandatory right).

11.2Remedies and buybacks are separate. We will not require you to sell bullion to us, or to accept our buyback price, as a condition of receiving a remedy to which you are entitled. A requirement in the LGX Terms to notify us of an error, loss or shortage within a stated time is to allow us to investigate; missing it does not of itself extinguish a mandatory right.

11.3Limits. Subject to sections 11.1 and 11.2 and to the extent permitted by law:

(a)we are not liable for indirect or consequential loss, or for loss of profit or opportunity;

(b)we are not liable for loss from movements in bullion prices after Price Fixing, except to the extent caused by our failure to supply bullion as agreed; and

(c)our total liability in connection with a transaction is limited to the amount paid or payable for that transaction, including related charges.

Nothing in the LGX Terms limits our liability for fraud, wilful misconduct, negligence or the wrongful release of bullion that belongs to you.

11.4Your indemnity. You indemnify us against any loss, liability and reasonable costs we incur because of: (a) information you give us that is false or misleading; (b) an instruction given through your account or registered contact details that you did not authorise, where you did not comply with section 3.1; or (c) a breach of sanctions law caused by you or a person acting for you. This indemnity does not apply to the extent the loss is caused by our breach, negligence or fraud.

12.1Indicative prices. Prices shown on the Platform (other than a price offered for locking under section 12.2), in messages or on market screens are indicative only. Bullion prices change continuously, and no price is fixed until Price Fixing.

12.2Live quotes. We quote in AUD, USD, SGD or HKD on the basis of live market prices. A price offered on the Platform for locking is valid for 30 seconds after it is shown. A price given by telephone is valid only during the recorded call. A quote does not reserve stock and is not a binding contract.

12.3Price Fixing. A price is fixed (Price Fixing): (a) on the Platform, when you press “Lock Price” while the price is valid and the Platform confirms the lock; or (b) by telephone, on a call you make to or arrange with our dealing desk, if the Platform is unavailable or we agree, when we confirm the price to you on the recorded call. Price Fixing takes place only during Trading Hours, and applies whether you are buying from or selling to us.

12.4Binding at Price Fixing. A transaction becomes binding at Price Fixing, without signature or further acceptance. From then you bear the benefit or loss of any later price movement. The Product Terms state what must be in place before you can fix a price.

12.5Order Confirmation. After Price Fixing we send you an Order Confirmation. Please check it and tell us of any suspected error by 5:30pm (Melbourne time) on the next Business Day after you receive it. Not doing so does not make an incorrect record binding. If the Order Confirmation differs from the Platform lock record or the call recording, the lock record or recording prevails.

12.6Obvious errors. Either of us may correct an obvious and objectively verifiable error in a price, quantity, product description or calculation. After Price Fixing, the transaction is corrected to reflect the trade as locked or recorded or, if that is not possible, either of us may cancel it and each returns what it received. Neither of us may rely on this section merely because the market has moved.

12.7Market disruption. We may suspend quoting or Price Fixing during extreme volatility, market closure or disruption, pricing-feed failure, supplier or banking disruption, or any other event that prevents us from obtaining a reliable price. Transactions already at Price Fixing remain binding.

12.8Compliance. We are not required to quote or fix a price while our checks under section 5, including our review of a payment, are incomplete.

13.1The LGX Terms are the entire agreement between us on the matters they cover.

13.2If any part of the LGX Terms is unenforceable, it is severed and the rest continues to apply. A failure to enforce a right is not a waiver of it.

13.3Assignment. You may not assign your rights under the LGX Terms without our consent. We may assign our rights to a related body corporate or a purchaser of our business by notice to you. We may transfer our obligations only with your consent or as the law otherwise permits. An assignment does not reduce your rights.

13.4Complaints and disputes. Please raise any complaint with us at [insert email]; we will try to resolve it within 30 days. If it is not resolved, either of us may refer the dispute to mediation by a mediator agreed between us or, failing agreement within 10 Business Days, appointed by the Resolution Institute. Neither of us may start court proceedings until 30 days after the referral, except for urgent interim relief or to recover an amount that is due and not genuinely disputed. This does not limit your right to complain to a regulator.

13.5Governing law. The LGX Terms are governed by the laws of Victoria, Australia. Each of us submits to the exclusive jurisdiction of the courts of Victoria and the courts that hear appeals from them.