These Terms and Conditions (the "Agreement") is entered into by the company referenced in the Sign Up form ("Dealer") and TrustedPMDealers.com (TrustedPMDealers). By using the TrustedPMDealers website Dealer is accepting this Agreement and agreeing to comply with all of its terms. If the Dealer do not accept this Agreement or do not want to comply with the Agreement and its terms, he should immediately stop accessing or using the website and the services entirely. If the Dealer access or use TrustedPMDealers or access or use any of the services and fail to comply with the terms of the Agreement, TrustedPMDealers may cancel Dealer’s account and suspend or block access to TrustedPMDealers website and services. The Dealer is signing up to use the free basic services, listed on the Product Tour page ("Product Tour"), and reserves a possibility to subscribe to additional paid features in future.
1 The TrustedPMDealers Service
1.1 Free Dealer Account
When the Dealer signs up for the TrustedPMDealers services, TrustedPMDealers will provide the Dealer with an account on TrustedPMDealers business website (a "Free Dealer Account"). In the Free Dealer Account, the Dealer will be able to view and have access to basic set of free services and features. TrustedPMDealers may remove, change and revise the services and features made available to the Dealer at any time and without notice. TrustedPMDealers may offer the Dealer additional services, features or free trials of various paid TrustedPMDealers services in addition to what is described in this Agreement and in the Free Dealer Account. If the Dealer uses the additional services and features and/or the free trials, such use will be governed by this Agreement, and the Dealer accepts to comply herewith when using these services, features and free trials.
TrustedPMDealers reserves the right to change the name of the free use of the TrustedPMDealers Service, currently named "Free Dealer Account". Such change in name will not affect the validity of this Agreement in any way, including any rights or obligations that the Dealer or TrustedPMDealers has according to this Agreement.
1.2 Service Reviews
The Free Dealer Account allow the Dealer to collect an unlimited amount of its customers ("Customer(s)") reviews and invite Customers to post reviews of their buying experiences.
1.3 Product Listings and Buying Requests
TrustedPMDealers connects, on a single website, Dealers and Customers of precious Metals to facilitate purchase and sale transactions between them. Once a Customer and Dealer have connected, any purchase or sale transactions are effectuated directly between them, usually on the Dealer’s website, and the actual contract for sale is directly between the Customer and Dealer. TrustedPMDealers does not sell or buy or provide a marketplace for effectuating sales or purchases of precious metal coins, bars, rounds or collectibles.
Dealer has a facility to create Product Listings and send offers to Customer’s Buying Requests via the Free Dealer Account. When listing a precious metal product on TrustedPMDealers or sending offer to the Customer you agree to comply that you are responsible for the accuracy and content of the listing and product offered. When you create the Product Listings on TrustedPMDealers, your over-spot/over melt price will renew automatically every 60 second, based on the spot price fluctuations, until you cancel the listing.
Content that violates any of TrustedPMDealers's policies may be deleted at TrustedPMDealers's discretion. We may revise data in the TrustedPMDealers Precious Metals catalog to supplement, remove, or correct information; if your listing uses catalog data that has been revised, those revisions may modify your listing accordingly. To drive a positive user experience, a listing may not appear in some search and browse results regardless of the sort order chosen by the buyer.
TrustedPMDealers TrustBoxes are available to the Dealer via the Free Dealer Account. The Dealer may implement the TrustBoxes on the domain(s) covered by the Sign Up Form or order form. TrustedPMDealers reserves the right to change the Trustboxes that are available to the Dealer, including removing, amending or replacing TrustBoxes at any time without any prior written notice. If the Dealer chooses to use any of TrustedPMDealer's TrustBoxes, it is solely the responsibility of the Dealer to ensure that the TrustBoxes are implemented correctly on the Dealer's domain(s). As TrustedPMDealer does not warrant and represent the availability of TrustBoxes and as TrustBoxes may be suspended at any time, the Dealer must ensure that the Dealer's domains and environments that integrate or implement TrustBoxes will not be affected in any way in case TrustBoxes are not accessible, are discontinued or do not respond to the Dealer's requests. In addition, the Dealer is aware and accepts that if a TrustBox implemented on the Dealer's domain is no longer accessible, does not respond to the Dealer's requests or is discontinued, this may entail the occurrence of an empty placeholder on the Dealer's domain where the TrustBox was originally placed. The Dealer accepts that the Dealer has the sole responsibility for any defects on the Dealer's domains caused by or arising out of the use of TrustBoxes regardless of whether such TrustBoxes are correctly or incorrectly implemented.
If the Dealer implements TrustBoxes, the Dealer accepts that cookies are set by TrustedPMDealers to collect statistics and data about the performance of the TrustBoxes on the Dealer's domain(s) on behalf of the Dealer. If required by applicable laws, the Dealer agrees to provide appropriate notices in accordance with applicable laws to the Customers about the cookies set by TrustedPMDealers on behalf of the Dealer and obtain appropriate consent from Customers. TrustedPMDealers is authorized to collect general user data and report on the aggregate response rate and other aggregate measures of the performance of the TrustedPMDealers Service provided that the user data is completely anonymized, and no personally identifiable information of the Customer or the Customers is revealed. TrustedPMDealers may use this anonymized data and statistics for the purposes of providing analysis, reports, benchmarking data and information about the TrustedPMDealers Service to third parties.
1.5 Announcements and Publications
A tool to post Announcements and Publications on TrustedPMDealers is automatically included in a Free Dealer Profile. By submitting, posting or displaying Content on TrustedPMDealers, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, create derivative works from, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).
You agree that this license includes the right for TrustedPMDealers to modify your Content, and to make your Content available to others for the publication, distribution, syndication, or broadcast of such Content on other media and services.
We may modify, adapt, or create derivative works from your Content in order to transmit, display or distribute it over social networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.
2 Responsibility for user content and endorsements
2.1 Responsibility for User Content
TrustedPMDealers is not responsible and assumes no liability for the Customers' and other third parties' conduct on TrustedPMDealers's website or the use of the TrustedPMDealers Service, including any review, listings, announcements or publications and other content published by the Dealers and Customers or other users ("User Content").
2.2 No endorsement
The Agreement shall not be considered or interpreted in any way as approval, endorsement or recommendation of the Dealer by TrustedPMDealers, or of the Dealer's products or the Dealer's services. The Dealer shall not under any circumstances market itself or in any way give public declarations in conflict with the above.
3 The Dealer's obligations
3.1 The Dealer's general obligations
The Dealer shall be obligated to comply with the Agreement and comply with all applicable laws and regulations with respect to its activities under this Agreement at all times, including without limitation applicable privacy laws. The Dealer acknowledges that TrustedPMDealers will have no responsibility for the Dealer's compliance with Privacy Laws.
3.2.1 When the Dealer signs up for a Free Dealer Account, a password for login purposes for that account is created. This password may only be used by and for the Dealer. The Dealer is responsible for all use of the TrustedPMDealers Service occurring under the Dealer's Free Account. The login to the business account may not be shared. If the dealer has a need for more than one person to have access to the Dealer's business account, the Dealer must ensure that each person has his or her own account and login. Access to multiple business accounts requires that the Dealer licenses additional accounts on the TrustedPMDealers Service.
4 Changes of the Agreement
4.1 Changes and amendments
TrustedPMdealers is entitled to modify and make changes to the Agreement from time to time. The latest applicable versions will be available on TrustedPMdealers's websites.
4.2 Applicable version TrustedPMdealers will give the Dealer prior notice on its website if changes are made to the Agreement. The latest versions of any of these documents shall be integrated parts of the Agreement. The Dealer agrees that the continued use of the TrustedPMdealers Service after any posted modified versions of the Agreement entails the Dealer's acceptance hereof.
4.3 Agreement Acceptance
The Agreement becomes binding and effective on the date when the Dealer clicks on the designated "accept" button on Sign Up form.
5.1 Termination by the Dealer
The Dealer can discontinue its use of the TrustedPMDealers Service at any time. Closing of the Free Dealer Account means that the TrustedPMDealers Service will no longer be available to the Dealer. Closing of the Free Dealer Account and discontinuation of the TrustedPMDealers Service can be done via the Free Dealer Account. In case of termination of the Agreement the Dealer is obligated to cease any use of the Trustpilot Service from the date of termination.
5.2 Termination by TrustedPMDealers and suspension
TrustedPMDealers may, without prior notice at any time and for any reason, including but not limited to a period of account inactivity, terminate the Dealer's access to the TrustedPMDealers Service, terminate the Agreement, suspend or terminate the Dealer's Free Dealer Account. TrustedPMDealers will notify the Dealer of such termination or suspension.
5.3 Obligations upon termination
Upon termination of the Agreement, the parties are discharged from any obligations under the Agreement.
5.4 Service Reviews remain upon termination
Termination of the Agreement, no matter the cause, will have no effect on reviews posted on TrustedPMDealers's website. Reviews will remain on TrustedPMDealers's website or other third party networks until removed by the respective Customer or by TrustedPMDealers.
The Dealer shall indemnify, defend and hold harmless TrustedPMDealers and its affiliates and its and their respective officers, directors, employees and agents (collectively "Indemnitees") against any liability, losses, damages, penalties, judgments, awards, settlements, costs and expenses (collectively "Losses") suffered or incurred by any Indemnitee as a result of any third party claim, allegation, action, suit or proceeding (including any investigation or other claim, allegation, action, suit or proceeding by any governmental authority) ("Third Party Claim") arising from or related to any assertion that:
(a) the use of any content provided by the Dealer infringes the intellectual property rights of a third party and/or violates applicable law;
(b) the use by the Dealer of TrustedPMDealers's Service violates the Guidelines or applicable law;
(c) TrustedPMDealers's use of Dealer data under this Agreement is in breach of any applicable laws related to data privacy or contractual commitment of the Dealer.
The Dealer shall not bring any claim against the Indemnitees arising from or related to any User Content, including without limitation, any claim that the User Content is defamatory, offensive or otherwise harmful. The Dealer shall indemnify, defend and hold harmless the Indemnitees against any Losses suffered or incurred by any of the Indemnitees as a result of any such claim, whether such claim is brought by the Dealer, any of its affiliates, or any of its or their officers, directors, employees, contractors, agents, shareholders or other associated third parties.
7 Disclaimer and Limitation of liability
7.1 "AS IS"
The use of the TrustedPMDealers service is the responsibility of the Dealer. The TrustedPMDealers service is supplied "AS IS" and is available without representation or warranty of any kind. TrustedPMDealers expressly disclaims any and all warranties, express, implied or statutory, including, without limitation, any warranties of non-infringement, merchantability or fitness for a particular purpose. The TrustedPMDealers service and any website operated by TrustedPMDealers may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability to the customer, and TrustedPMDealers does not guarantee the general applicability or availability of the TrustedPMDealers service.
7.2 In no event shall TrustedPMDealers (or its affiliates, licensors and suppliers) be liable concerning any subject matter arising from or related to this Agreement, the TrustedPMDealers service or any of the websites operated by TrustedPMDealers regardless of the form of any claim or action (whether in contract, negligence, strict liability or otherwise) for any loss of profits, contracts, revenue, business, business opportunity, loss or corruption of data or recovery of data, goodwill, security breach resulting from a failure of a third party telecommunications and/or the internet, anticipated savings or revenue (regardless of whether any of these is direct, indirect or consequential); any loss or damage arising in connection with liabilities to third parties (whether direct, indirect or consequential); any matter beyond its reasonable control; any indirect, incidental or consequential loss or damage whatsoever; or damages, even if TrustedPMDealers has been advised of the possibility of such damages. These limitations are independent from all other provisions of this agreement and shall apply notwithstanding the failure of any remedy provided herein.
7.3 TrustedPMDealers is not liable for the Dealer's use of the TrustedPMDealers services, including without limitation liability for breach of contract, misrepresentation (whether tortious or statutory), tort (including negligence), breach of statutory duty, restitution or otherwise arising from or in connection with the TrustedPMDealers services or the the Agreement,.
7.4 Nothing in the Agreement excludes or limits either party's liability matters which cannot be excluded or limited under applicable law.
8 Representations and warranties
8.1 Each party represents and warrants to the other that each party has the full corporate right, power and authority to enter into this Agreement, to grant the rights granted hereunder and to carry out the terms and conditions contained herein; the execution of this Agreement by such party, and the performance of its duties and obligations hereunder, do not and will not violate or conflict with any agreement to which such party is a party or by which it is otherwise bound; and when executed and delivered by such party, this Agreement will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.
9 Assignment and transfer
9.1 Dealer The Dealer is not entitled to assign or transfer its rights or obligations under the Agreement to any third party without prior written consent from TrustedPMDealers. Any change of direct or indirect control of the Dealer (whether by sale of controlling equity interests or otherwise) will be deemed to be an assignment of the Agreement by the Dealer that requires TrustedPMDealers's prior written consent.
TrustedPMDealers is entitled to assign and/or transfer any of its rights or obligations under the Agreement to any third party
10 Intellectual property rights
10.1 Exclusive rights of TrustedPMDealers
The TrustedPMDealers Service, including any content on the TrustedPMDealers Service and all underlying technology (including all intellectual property rights embodied therein), is and will remain the sole and exclusive property of TrustedPMDealers and will be protected in accordance with applicable copyright laws and other legislation. No license to any underlying technology is granted. The Dealer shall not reverse engineer or otherwise attempt to discover the source code, object code or any trade secret related to the TrustedPMDealers Service or any underlying technology. If the Dealer provides feedback, ideas, suggestions or comments on or regarding TrustedPMDealers's website or services offered by TrustedPMDealers ("Feedback"), the Dealer hereby grants to TrustedPMDealers a perpetual, irrevocable, transferable, sub-licensable, royalty-free, worldwide license to fully exploit such Feedback for any and all purposes.
10.2 General reference to the Dealer
The Dealer agrees that TrustedPMDealers may use the Dealer's name and logo on TrustedPMDealers's website and as a part of a general list of TrustedPMDealers's customers for use and reference in corporate, promotional and marketing material.
11.1 Confidential information
The parties are mutually obliged not to reveal the content of the Agreement to any third parties and to keep confidential the terms of this Agreement (including any Sign Up Form) and other pieces of information that the par¬ties may have exchanged or may in the future exchange regarding their undertakings or business relationships under or in relation to this Agreement. Information which derives from or concerns a party can be demanded to be kept secret due to the nature of the matter.
11.2 Compliant disclosure of confidential information
The duty of confidentiality does not include information which is already published or publicly known unless the publica¬tion is due to a breach of the confidentiality obligations laid down in the Agreement. Disclosure of confidential information is not prohibited if such disclosure:
(a) is in response to a valid order or request of a court or other governmental body or in order for the party to cooperate with authorities, courts or governmental bodies;
(b) is requested to be disclosed on a confidential basis to a party's attorneys, advisors or potential acquirers or sources of financing in connection with a due diligence request;
(c) is otherwise required by law.
Notwithstanding the foregoing confidentiality obligation, the parties shall be entitled to disclose the existence of this Agreement to third parties including its termination.
12 Severability, survival and precedence
The invalidity, illegality or unenforceability of any section (or part of a section) of the Agreement does not affect the continuation in force of the remainder of the section (if any) and of the Agreement as a whole.
13 Entire agreement and variation
13.1 The Agreement constitutes the entire agreement between the Dealer and trustedPMDealers in relation to its subject matter. It replaces and extinguishes all prior agreements, arrangements, collateral warranties, collateral contracts, statements, assurances, representations and understandings of any nature made by or on behalf of the parties in relation to the same, whether oral or written.
13.2 No variation of this Agreement shall be effective unless it is in writing and signed by the parties (or their authorized representatives).
14 Copyright dispute policy
It is TrustedPMDealers policy to:
(1) block access to (or) remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users;
(2) remove and discontinue repeat offenders.
15 Notices and contact
15.1 The Dealer can send notices to TrustedPMDealers via email at firstname.lastname@example.org