Metallicus, Inc. Terms of Service

 

Last updated: January 9, 2020

 

Additional and Updated Terms of Service for Metal Pay Cash 

 

These Additional Metal Pay Cash Terms of Service (the “Cash Terms”) govern your use of Metal Pay, a payment service (the “Service”) offered by Metallicus, Inc. (“Metal Pay,” “we,” “our,” or “us”). By using the Service you agree to be bound by these additional Cash Terms, and the Metallicus, Inc. Terms of Service https://www.metalpay.com/terms-of-use.html

and all other terms and policies applicable to each Service as set forth below collectively with all previous General Terms collectively, the  new “General Terms”).

  1. Metal Pay Account 
  2. Metal Pay Account Balance
  3. General
  4. Functionality. Your balance consists of the funds you have in your Account that are available for new transactions and are not subject to pending transactions (your “Metal Pay Balance”). You are solely responsible for all funds necessary to complete any payments initiated through the Service. You agree to reimburse Metal Pay for any fees, costs, or expenses it incurs as a result of insufficient or unavailable funds in connection with any payment you initiate through the Service.
  5. Authorization. By instructing us through the Metal Pay to add funds from an Eligible Bank Account or Demand Deposit Account (both defined below) or debit card to your Metal Pay Balance or make any other transfer you authorize us to debit such Eligible Bank Account or debit card for the amount instructed, either in a single or recurring transaction, as applicable.
  6. Limitations. Metal Pay may impose limits on the amount you can keep in your Metal Pay Balance and reserves the right to change these limits at any time.
  7. Funding Your Metal Pay Balance
    Funding Sources from Linked Accounts include:
  8. Eligible Bank Account. You may use funds from your Eligible Bank Account to fund your Metal Pay Balance.
  9. Debit You may link a debit to fund your Metal Pay Balance. To do so, you must have a valid debit card issued by a U.S. bank or financial institution bearing the Visa Inc. (“Visa”), MasterCard International Inc. (“MasterCard”), or DFS Services, LLC (“Discover”) logo. 
  10. P2P Payments Received Through Metal Pay. You can keep funds received from P2P Payments (defined below) made to you through the Metal Pay in your Metal Pay Balance.

Any such debit card or credit card collectively with an Eligible Bank Account and your Metal Pay Balance, is referred to herein as an “Eligible Bank Account”.

When you initiate a payment through the Metal Pay, if you have sufficient funds in your Metal Pay Balance (defined below) to satisfy the full payment amount you can choose whether you want the payment fulfilled by your Metal Pay Balance or a linked external account. If you do not have sufficient funds in your Metal Pay Balance to cover the full transaction you may choose the funding source from your linked external accounts.

You may link an external, U.S.-issued bank account (an “Eligible Bank Account”) to your Metal Pay to fund payments made through the Service. Metal Pay reserves the right to limit which banks or what types of accounts constitute an Eligible Bank Account. If you choose to link your Eligible Bank Account to your Metal Pay by providing the username and password you use to access your bank information online (“Credentials”), you acknowledge you are providing your Credentials to Plaid Inc. and agree to the terms of service found at https://plaid.com/legal/.

  1. Transferring Funds to Your Bank Account, Using the Cash Out Function
  2. Transfers to Your Bank Account. You may electronically transfer funds from your Metal Pay Balance to an Eligible Bank Account using the Cash out Function. By selecting an Eligible Bank Account as your deposit source you are requesting that we settle an electronic transfer to your bank account. Metal Pay will settle these electronic transfers (via the Automated Clearing House (“ACH”) of NACHA - The Electronic Payment Association (“NACHA”) to your Eligible Bank Account in the amount you instruct, and you will not be able to cancel the ACH transfer. Such transfer to your Eligible Bank Account via ACH will typically arrive and settle within three (3) to five (5) business days.
  3. Instant  or Direct Deposit. If such feature is available to you, you may transfer funds from your Metal Pay Balance to your Eligible Bank Account instantly via the Metal Pay’s instant deposit feature, which is subject to the fees detailed in the Instant Deposit experience.
  4. Limitations. Metal Pay may limit how many transfers you can initiate from your Metal Pay to your Eligible Bank Account and the amount of funds you can transfer in a single transaction. We reserve the right to delay or further limit such transfers while we screen for risk, or we may request you provide additional information to verify your identity. You may not transfer funds from your Metal Pay Balance to your Eligible Bank Account to evade a payment investigation. If you attempt to transfer your Metal Pay Balance while we are conducting an investigation, we may hold your funds at our discretion to protect Metal Pay or a third party against the risk of reversals, chargebacks, claims, fees, fines, penalties and other liability. We also may defer or redirect payout or restrict access to your funds as necessary to comply with applicable law, subpoena or court order, or if requested by any governmental entity. You will remain liable for all obligations related to your Account even after the Account is closed.

 

Transfers that are sent after 7pm EST on business days will usually arrive in your bank account the next business day. Funds may take up to three days to arrive subject to exceptions.

 

  1. Treatment of Funds

If you do hold funds in your Metal Pay Balance, Metal Pay will hold such funds separate from its corporate funds, will not use your funds for any corporate purposes, nor will Metal Pay voluntarily make your funds available to its creditors in the event of bankruptcy. Metal Pay will combine your funds with the funds of other users and place those pooled accounts in one or more bank accounts in Metal Pay’s name.

  1. Interest

You agree that you will not receive interest on or other monies derived from the funds that Metal Pay handles and places in pooled accounts. It is likely that Metal Pay will receive interest on funds held for its users. In consideration for your use of the Service, and with full knowledge and understanding that Metal Pay will receive this interest, you irrevocably transfer and assign to Metal Pay all right that you may have in any interest that may accrue on funds held in pooled accounts.

  1. Peer to Peer Service

1. Sending Money

You can send money to a friend or family member using the send money feature in your Metal Pay Account (“personal payments” or “peer-to-peer/P2P payments”). You can send money to a friend or family member even if they don’t have a Metal Pay account at the time you send them money, using their email address or mobile number in any currency that Metal Pay supports, and you can choose which you want to use. If the person to whom you are sending money does not have a Metal Pay Account, they can claim it by opening a Metal Pay Account. If they don’t claim it within fourteen days, it will be refunded to you.

 

We may, at our discretion, impose limits on the amount of money you can send, including money you send for purchases. You can view any sending limits by logging into your Metal Pay Account.

 

When you send money to a friend or family member who has a Metal Pay Account, one of two things may happen: they may accept or decline the money. If they decline to accept the money, the money (including any fees you were charged) will be refunded to:

Once you have opened an Account and either have funds available in an Eligible Bank Account or linked a debit card issued (each an “Eligible Credit Account”), you will be able to send funds using the Peer-to-Peer Service.

As a party initiating a transfer (“Sender”), you will send funds to your selected recipient (“Recipient”) by designating the Recipient and the transfer amount to us (a “Payment Instruction”). Your Payment Instruction authorizes us to move funds from your Eligible Bank Account or Eligible Credit Account to your designated Recipient (a “P2P Payment”). By submitting a Payment Instruction, you are also authorizing us to move funds to your applicable Eligible Bank or applicable Eligible Credit Account for P2P Payments that are canceled or otherwise returned.

You understand and agree that when you initiate a P2P Payment Instruction using the Service, the processing of the Payment Instruction will begin, and funds will leave your Eligible Bank Account, as early as the moment of the initiation of such Payment Instruction. However, we will only begin to process the requested transfer of funds to the Recipient once the Recipient has provided all required information, and you hereby authorize and direct us to retain such funds until the earlier of such time as the Recipient has provided all required information or fourteen (14) days.

You agree that we shall incur no liability if we are unable to complete any transaction because of: (i) insufficient funds in your Eligible Bank Account or Eligible Credit Account; (ii) malfunction of the Peer-to-Peer Service due to circumstances beyond our control or due to circumstances that you were already aware of at the time you initiated your Payment Instruction; (iii) inaccurate or insufficient Payment Instructions; or (iv) failure of the Recipient to claim the P2P Payment.

 

  1. Metal does not encourage the purchase of cryptocurrency with credit card.
  2. Peer-to-Peer Service Payment Amount Limits

Additional identification information will be required to send any one cash Fiat transaction or in multiple cash Fiat transactions over any seven (7) day period or to receive more than one thousand dollars ($1,000) in any thirty (30) day period. Senders may not send more than three thousand dollars ($3,000) in any one transaction or in multiple transactions over any seven (7) day period, subject to some restrictions. We may adjust these limits at any time in our discretion. 

  1. Peer-to-Peer Service Fees

There are currently no fees for sending funds via an Eligible Bank Account using the Peer-to-Peer Service. The fee for sending funds using an Eligible Credit Account through Peer-to-Peer Service will be displayed at the time of the transaction. We reserve the right to charge for or change the fees associated with use of the Peer-to-Peer Service at any time subject to these Additional Cash Terms. These fees may change from time to time, and most changes to these fees will be deemed effective at the time and date of posting. If these fees ever increase, we will provide advance notice to you. You must have or open a Metal Pay account to send or receive money.

The fees applicable to sending money can be found below and will be disclosed to you in advance each time you initiate a transaction to send money to a friend or family member. If you convert money in your Metal Pay Account balance from one currency to another before sending money, Metal Pay’s transaction exchange rate (including currency conversion if applicable) will be used. If you use your credit card as the payment method when sending money, you may also be charged a cash-advance fee by your card issuer.

 

 

6. Fees for Sending Money in the U.S.

If you are a U.S. Metal Pay Account holder sending money to a friend or family member who uses. Metal Pay in the U.S., you may pay a fee, depending on how you pay.

Fee by Payment method:

Fees:

Funded by your Metal Pay Account or Metal Pay balance or a bank account linked to Metal Pay.

Fees are waived.

Fee is waived.

Funded by a debit card.

0% of the amount funded this way,  for a very limited time, plus a fixed fee (for conversion of currency) 

if applicable.

 
  1. Payment Cancellation, Stop Payment Requests and Refused Payments

Our ability to stop a P2P Payment Instruction or recover funds associated with an unauthorized Payment Instruction will depend on how the Payment Instruction was initiated, and whether the Payment Instruction has begun processing. P2P Payments not claimed by a Recipient for fifteen (15) days after the processing has begun will be canceled automatically. We will attempt to return any unclaimed, refused, refunded, prohibited, or denied P2P Payment to your Eligible Bank Account or Eligible Credit Account, as applicable. If we are not able to do so, we may use other reasonable means to return the P2P Payment to you, as permitted by applicable law.

 

8. Payment review

When Metal Pay identifies a potentially high-risk transaction, we review the transaction more closely before allowing it to proceed. When this happens, Metal Pay will place a hold on the transaction and notify the seller to delay shipping of the item. As a buyer, this may delay your receipt of the item you purchased. If we clear the transaction, we will notify the seller and direct them to ship the item. If we don’t clear the transaction, we will cancel it and return the funds to you, unless we are legally required to take other action.

 

Invalid P2P Payments

If you receive a P2P Payment and we later determine in our sole discretion that the P2P Payment was invalid for any reason, you hereby authorize us to move funds from the applicable Eligible Bank Account or Eligible Credit Account in an amount equal to the P2P Payment.

You acknowledge and agree that we will not be liable in any way for any P2P Payments that you may receive, regardless of whether you authorized the Sender to send them to you.

  1. Risk of Fraudulent Transactions

The Peer-to-Peer Service is a money transmission service. As a result, fraudulent transactions may result in the loss of funds with no recourse.

 

10.   Transferring balance from Metal Pay Account

If you are a U.S. Metal Pay Account holder, you can transfer money out of Metal Pay in two ways. * Standard transfers made using your linked bank account are always free and for a limited time use of the debit card will be free for and are usually deposited the next business day. 



Standard transfer to linked bank account

Free

Debit Card

Free

 

  1. Cryptocurrency Tiered Accounts and Transaction Limits



KYC Tiers & Data/Documents Collected

User Permissions

  Tier A

  • Email address
  • View only

  Tier B

  • Tier A documents
  • Full name
  • Address, including State of Residence
  • Phone number
  • Date of birth
  • Crypto deposit - Unlimited
  • Crypto buy/sell/orders - Unlimited
  • Crypto withdrawal - $999/day maximum & $5,000/month
  • Fiat deposit/withdrawal - Disabled

  Tier C

  • Tier A and Tier B documents
  • Last four of SSN. Full SSN verified by third parties
  • Document collect & validation: Government Issued ID
  • Crypto deposit - Unlimited
  • Crypto buy/sell/orders - Unlimited
  • Crypto withdrawal - up to $10,000 USD equivalent/day & up to $100,000 USD equivalent/month
  • Fiat deposit/withdrawal - Enabled

  Tier D

  • Tier A, Tier B, & Tier C documents
  • Source of funds/wealth
  • Net worth
  • Employer & Occupation
  • Expected trade volume, deposits & withdrawals
  • Document collect + validation: Source of funds & proof of address verification (pay stub, bank statement)
  • Crypto deposit - unlimited
  • Crypto buy/sell/orders - Unlimited
  • Crypto withdrawal - up to $50,000 USD equivalent/day & up to beginning at $300,000 USD equivalent/month
  • Fiat deposit/withdrawal - Enabled

  1. Cryptocurrency Fee Structure as of 12/15/2019

 

Effective immediately, we have updated our fee structure for cryptocurrency, giving Metal Pay users a fee reduction for buying and selling cryptocurrency in proportion to their in-App MTL balance. Users will see fee reductions starting at holding as little as 50 MTL  and will pay 0% fees for holding at least 10,000 MTL! See the table below for all tiers. These fee reductions apply to all of the available cryptocurrencies on Metal Pay. For a very limited time,  the fee for the use of a debit card  for cryptocurrency will be free.

 

 

Tier

MTL Balance

Fee

0

< 50 MTL

5.00%

1

≥ 50 MTL

3.00%

2

≥ 100 MTL

2.50%

3

≥ 250 MTL

2.00%

4

≥ 500 MTL

1.50%

5

≥ 1,000 MTL

1.00%

6

≥ 2,500 MTL

0.75%

7

≥ 5,000 MTL

0.50%

8

≥ 10,000 MTL

0.00%


Metallicus, Inc. (“
Metallicus”) and its affiliates (collectively, “Metal,” “us,” “we,” or “our”) is offering you (“you” or “your”) access to various services through our websites and mobile applications related to payments and cryptocurrency offered by us.  

Please make sure that you read and understand these Terms of Service (“Terms”). These Terms represent a legal agreement between you and Metallicus that governs your use of the Services. By using the Services, you agree to these Terms, our Privacy Policy, our Copyright Policy, our Acceptable Use Policy, Metal’s Disclosure’s Regarding Cryptocurrency found at:  AcceptableUsePolicyDisclosuresregardingcryptocurrencyCopyrightPolicy  and any additional terms and conditions we disclose to you that may be associated with our Services (“Additional Agreements”). THESE TERMS INCLUDE AN AGREEMENT TO RESOLVE DISPUTES BY ARBITRATION ON AN INDIVIDUAL BASIS AND THUS PROHIBIT CLASS ACTION CLAIMS. PLEASE REFER TO SECTION 24 FOR ADDITIONAL DETAILS. The Additional Agreements are incorporated into and made a part of these Terms.  If you do not agree to these Terms (including all applicable Additional Agreements), please do not click the “I accept” box or use any of the Services, download or use any App, or create an Account.

Your acceptance of these Terms also constitutes your agreement that you are able to receive and retain, and your acceptance of the delivery of, communications to you by website posting or email.  We may modify these Terms from time to time. The revised Agreement shall be effective as of the time it is posted but will not apply retroactively.  If we modify these Terms, we will post our modified Terms on our website or provide notice by email or otherwise through the Services. If our changes reduce your rights or increase your responsibilities we will provide notice to you of at least 21 days before the changes become effective. By continuing to use the Services, you agree that you accept all of the modifications to these Terms.  If you do not agree to the new Terms, you must stop using the Services. Notwithstanding the foregoing, we will not be required to give you prior notice of a change in these Terms if an immediate change in these Terms is necessary to maintain or restore the security of your Account or our systems.

Eligibility. By accepting these Terms, you affirm that you are (a) at least 18 years old, or the age of majority in your jurisdiction (if higher), and (b) have full power and authority to enter into this Terms on your behalf, and doing so will not violate any other agreement to which you are a party. 

Prohibited Territories. Some of our Services are only available in certain parts of the United States.  You cannot use those Services in any Prohibited Territory. By accessing or using a particular Service, you affirm that (a) you are a resident in one of the Allowed Territories, and (b) you will only use the Service when you are located in an Allowed Territory.  We will update these Terms and/or our websites as geographic updates become available. 

 

 

(a) You represent and warrant that you own the email or mobile phone number you register with and all information entered or collected in the course of creating your Account and any information you subsequently add or update from your settings (“Account Information”) is true and accurate. All Account Information is subject to Metal Pay’s Copyright Policy. See CopyrightPolicy

To register, open and use an Account, Metal Pay may require that you submit certain Account Information, including but not limited to your name, email address, text-enabled mobile phone number, street address, zip code, date of birth, social security number, and a government issued form of identification to Metal Pay.

The first time you access your Account using a new device we may require you to authenticate your Account with additional information. If your Account cannot be verified you may be required to set up a new Account.

You hereby authorize Metal Pay, directly or through third parties, to make any inquiries we consider necessary to validate your identity or authenticate your identity and Account Information. This may include asking you for further information or documentation about your Account usage or identity, requiring you to take steps to confirm ownership of your email address, mobile phone number or financial instruments, or verifying your information against third party databases or through other sources.

(b). All Metal Pay Accounts allow you to:

You are responsible for maintaining adequate security and control of any and all IDs, passwords, personal identification numbers, or any other codes that you use to access your Metal Pay Account and the Metal Pay services. You must keep your mailing address, email address and other contact information current in your Metal Pay Account profile.

 

The following terms and conditions are specific to the Metal Pay Services:

PoPP Rewards. Each time you send or receive money in a cash transaction using the Metal Pay Services, and that transaction is completed, you may be eligible to receive a reward of up to 5% of the transaction value. We call this “PoPP”, and it’s paid to you in our cryptocurrency MTL. For example, if you send your friend $100 you may each be eligible to get up to $5 worth of MTL.  PoPP is the reward mechanism of our distribution model Proof-Of-Processed-Payments. A transaction amount must equal or exceed $1 to be eligible for PoPP. We can’t guarantee PoPP rewards for all transactions due to operational limitations and risk of fraud. Any fraudulent, abusive, or suspicious transactions will not be eligible for PoPP reward. 

 

Program Violations – Popp Reward Forfeiture

 

Any violation or abuse of this Popp reward distribution program may result in the forfeiture of the  MTL Rewards and/or your termination or suspension from participation in this program.

Metal reserves the right to limit, cancel, or revoke Rewards if Metal determines, in its sole discretion, that you have violated these terms and conditions, or if we restrict or close your Account pursuant to our Terms of Service

If we in our sole discretion determine that you have engaged in abuse, misuse or gaming in connection with earning or using Popp MTL  rewards or that you may attempt to do so, we may: 

Take away any MTL and Popp rewards in your program account, temporarily suspend your ability to redeem MTL , temporarily suspend your ability to earn MTL, or cancel any of your Accounts or Cards associated with your Metal Pay Accounts or terminate your Account.

 

 

You can link or unlink a U.S. bank account, credit card account, or debit card account (“Linked Account”) to your Metal Pay Account as a payment method. You agree to keep your Linked Account information current. If this information changes, we may update it as directed by your bank or credit card provider without any action on your part.  If you do not want us to update your card information, you may contact your issuer to request this or remove your payment method from your Account.

 

 

We do not have or retain direct custody or control over funds or virtual currency in your Metal Pay Account, nor do we directly exchange or transmit funds or virtual currency to or from your Metal Pay Account. Banking services, including holding, exchanging, and transferring funds or to and from your Metal Pay Account are provided by Evolve Bank & Trust (“Bank”) through our agreement with Synapse Financial Technologies, Inc. (“Synapse FI”). Synapse FI acts as an agent for Bank. Bank has established a custodial account for the benefit of our customers for which Synapse FI maintains a sub-account ledger (“Custodial Account”). Bank will also establish a demand deposit account in the name of each Metal Pay Service user (“DDA”). Whether your funds are placed in the Custodial Account or a DDA depends on your state of residence and applicable laws in that state. We create sub-accounts for you with our payment vendor Synapse FI in order to process USD deposits and withdrawals. All services provided by Bank and Synapse FI are subject to the applicable account agreement, the Synapse Terms of Service, privacy policies, and other applicable agreements and disclosures, all available at https://synapsefi.com/legal. By using the Metal Pay Service, you agree to such agreements, policies, disclosures, and terms of service. Funds in the Custodial Account and DDA are FDIC insured  up to applicable statutory limits (currently $250,000) for each deposit account. To report complaints regarding Bank or with the services provided by Synapse FI, email issues@synapsefi.com. All virtual currency in your Metal Pay Account is held and exchanged, and transferred to and from your Metal Pay Account, by our virtual currency exchange partner. 

To provide the Metal Pay Services, you must give us access to your credit card transaction information, including the amounts of each transaction and the payee for each transaction, just as that information is available on your credit card statement.  We use Plaid Inc. (“Plaid”) to gather your data from financial institutions. By using the Metal Pay Services, you grant us and Plaid the right, power, and authority to act on your behalf to access and transmit your personal and financial information from the relevant financial institution. You agree to your personal and financial information being transferred, stored, and processed by Plaid in accordance with the Plaid Privacy Policy at https://plaid.com/legal/.

We do not directly hold, exchange, or transmit virtual currency. All virtual currency in your Metal Pay Account is held and exchanged, and transferred to and from your Metal Pay Account, by our virtual currency exchange partner.

 

 

You may transfer money to your Metal Pay Account by requesting an Electronic Fund Transfer from your Linked Account. 

 

 

If you have a money balance in your Metal Pay Account, you may withdraw it by transferring it to a bank account linked to your Account. We don’t charge a fee to make a transfer to your bank account.  

We may delay a withdrawal in certain situations, including if we need to confirm that the withdrawal has been authorized by you or if other payments to your Account have been reversed. There may be limits on the amount you can withdraw or the number of withdrawals you can make.  These limits may change from time to time, in our sole discretion. Requirements to lift the limits may vary based on your usage of your Metal Pay Account. Additionally, if we place a limitation on your Account while a withdrawal from your Account is pending, you will have to re-initiate the withdrawal once the limitation has been lifted.  You can view your withdrawal limit, if any, by logging into your Account. 

 

 

You can send money or cryptocurrency to a friend or family member using the send money feature in your Metal Pay Account (sometimes called “personal payments” or “peer-to-peer/P2P payments”). You should not use your Metal Pay Account for business purposes, or to pay persons who are unknown to you.  You can send money or cryptocurrency to a friend or family member even if they do not have an account with us at the time you send them money or cryptocurrency, and you can choose which payment method you want to use. If the person to whom you are sending money or cryptocurrency does not have an account with us, they can claim it by creating an account, or it will be refunded to you.  Receiving money or cryptocurrency from a friend or family member is described under Section 2.6 - Receiving Money or Cryptocurrency.

We may, at our discretion, impose limits on the amount of money or cryptocurrency you can send.  You can view your sending limit, if any, by logging into your Metal Pay Service Account.  

When you send money or cryptocurrency to a friend or family member, one of three things may happen:  they may accept, decline or fail to claim the money. If they either decline to accept the money or don’t claim it within 21 days of the date it is sent, the money or cryptocurrency (including any fees you were charged for sending the money or cryptocurrency) will be refunded to your Metal Pay Service Account.  

The fees applicable to sending money or cryptocurrency will be disclosed to you in advance each time you initiate a transaction to send money or cryptocurrency to a friend or family member.  If you convert money or cryptocurrency in your Account from one currency to another before sending money or cryptocurrency, you will also pay a currency conversion spread for that conversion.  

You agree that Metal is not liable or responsible for damages of any kind resulting from an intended recipient’s decision not to accept a payment made or attempted to be made from a Metal Pay Service Account.

 

 

If a friend or family member sends money or cryptocurrency to you, the money or cryptocurrency will appear in your Metal Pay Service Account.  If someone you do not recognize sends you money or cryptocurrency, please contact us at support@MetalPay.com.  Except as may be otherwise provided by law, there is no pre-set limit on the amount you can receive in your Metal Pay Account.  

 

 

The following disclosures explain our policies and requirements for electronic payments, deposits, transfers of funds and other electronic transfers to and from your account(s). There may be limitations on account activity that restrict your ability to make Electronic Fund Transfers. Any such limits are disclosed in the appropriate agreements governing your Account. You are liable for all Electronic Fund Transfers that you authorize, whether directly or indirectly. 

 

 

The Metal Pay Services may be offered without charge, or may be offered on a fee for services basis, including ACH transaction and other Electronic Fund Transfer fees on deposits and withdrawals of funds.  We will provide reasonable notice of any fees and will give you the opportunity to terminate your registration before such fees or changes to fees become effective. Your continued use of the Metal Pay Services after any fee change(s) comes into effect constitutes your agreement to pay the fees. Except as required by law, fees are non-refundable. 

 

 

Transaction Credits are non-transferrable and have no cash or other value outside of the Metal Pay Services and are not redeemable for cash.  

 

 

In certain instances, we may disclose your personally identifiable information or information about your Account, including financial information, to third parties. Such disclosure may be in response to a request from law enforcement agencies, to third parties that assist us with administrative activities associated with your account, when we conduct internal investigations that may include your account.  Please refer to our Privacy Policy at https://www.metalpay.com/privacy-policy.html for a fuller description of circumstances under which we may disclose your personal or Account information to others. 

 

 

The following terms and conditions are specific to the Metal Vault Services:

 

 

 

 

 

You can add coin wallets to your Metal Vault Service Account, and each coin wallet will have its own sending and receiving address.  The Metal Vault Services currently support coin wallets for MTL, Ethereum, Bitcoin and Binance, although this list may change from time to time, adding or subtracting from the list, at Metal’s sole discretion.  

 

You can send virtual currency keys from a third-party wallet to a wallet established within your Metal Vault Service Account and can also deposit keys for MTL obtained from Metal.  

To withdraw virtual currency from your Metal Vault Service Account, log into your Account and complete the online form.  

 

 

 

When you sign up for a Metal Vault Service Account, you will be instructed to download a keycard.  The keycard is your key to your Metal Vault Service Account. Metal does not retain a copy of the keycard.  It is very important that you do not lose your keycard.  Passwords can only be recovered with your keycard.  We cannot recover your MTL or most other cryptocurrency tokens if you lose complete access to your Account.  

 

Metal is not responsible for any damages of any kind resulting from a lost keycard, or from third party use of your keycard.  

 

You are responsible for maintaining adequate security and control of your password and keycard, and you are solely responsible for the activities of anyone accessing any Metal Vault Services using your password or keycard, even if you did not authorize the activities. You must notify us at support@MetalPay.com immediately of any unauthorized use or suspected unauthorized use of your password or keycard. In addition, if you know or suspect your password or keycard has been compromised, you must promptly change your password. Even if you give us notice, you could be held liable for losses incurred by us or another party due to someone else using your Metal Vault Service Account or password or keycard. You may not use the password or keycard of any other person to access any Metal Vault Services without that person’s express permission.

 

 

 

You have the right to receive an Account Statement. You may view your Account Statement by logging into your applicable Account. 

We will not charge you for records requested in connection with the following:

 

 

We do not charge or collect for any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”).  It is your responsibility to determine what, if any, Taxes apply to the payments you make or receive, to your cryptocurrency trading or to your cryptocurrency transactions. It is solely your responsibility to assess, collect, report and remit the correct Taxes to the appropriate authority.  Metal is not responsible for determining whether any Taxes apply to your transaction, or for calculating, collecting, reporting or remitting any Taxes on your behalf or for any transaction.

You agree that you indemnify us and all of our affiliates, and hold us and all of our affiliates harmless, in respect to any and all actions, suits, proceedings, claims, demands, judgements, costs and expenses (including without limitation attorney’s fees), losses and damages, in each case regarding Taxes (including any interest and penalties), resulting directly or indirectly from your use of any transaction effected through the Services.  Moreover, you agree that we may withhold from any and all amounts otherwise payable to you by us such federal, state, local and non-U.S. Taxes as may be required to be withheld pursuant to the applicable laws or regulations of any relevant jurisdiction. You agree that you will promptly provide to us upon request any and all information regarding Taxes, including without limitation, an applicable IRS Form W-8 or W-9, necessary for us to determine our tax reporting and withholding obligations as determined solely by us.  You agree and acknowledge that any such information provided by you to us may be disclosed to a tax authority or other regulatory authority, governmental authority, or judicial body, that has a reasonable claim of jurisdiction. In the event that we fail to withhold any Taxes required to be so withheld by applicable law or regulation, you agree to indemnify us and all of our affiliates for any amount paid on your behalf with respect to such Taxes (including, with limitation, any amounts related to interest, penalties, and other expenses such as attorney’s fees).

 

 

Metal reviews certain potentially high-risk, suspicious, or potentially fraudulent transactions.  If Metal determines, in its sole discretion, that a transaction is high-risk, suspicious, or potentially fraudulent, we may place a hold on the payment and provide notice to you.  Metal will conduct a review and either clear or cancel the payment. If the payment is cleared, Metal will provide Notice to you through the applicable App. Otherwise, Metal will cancel the payment and the funds will be returned, unless we are legally required to take other action.  

Reviews may result in:

We may take one or more of these actions if you knowingly or unknowingly received a payment that was made from a compromised bank account, or compromised Account, whether your Account or another user’s Account, or for any other reasons authorized by law. 

In connection with our review process, we may ask for Identity Verification.  We may limit your Account and your access to funds in it until Identity Verification is completed.  

 

 

By using any of the Services and agreeing to these Terms, you also agree to be bound by any third-party payment terms, and you consent and authorize us and any third-party payment provider to share any information and payment instructions you provide with third-party service provider(s) to the minimum extent required to complete your transactions. You are responsible for all transactions (one-time, recurring, and refunds) processed through any third-party payment provider. Metal is not liable for loss or damage from errant or invalid transactions processed by any third-party payment provider. This includes transactions that were not processed due to a network communication error, or any other reason. If you enter into a transaction, it is your responsibility to verify that the transaction was successfully processed. You understand and agree to not hold Metal liable for any adverse effects that any actions (whether intentional or unintentional) on the part of any third-party payment provider may cause to you, your Account, or your business.

 

 

In connection with your use of our Services, or in the course of your interactions with us, other customers of ours, or third parties, you will not engage in any of the following “Restricted Activities”. 

 

 

If we believe that you have engaged in any of the Restricted Activities, we may take a number of actions to protect Metal, its users and others at any time in our sole discretion.  The actions we may take, and your liability may include, but are not limited to, the following:

We may invalidate or reverse payments if, among other reasons, we sent the payment to you in error, the funding transaction is declined or reversed, the payment was unauthorized or unfunded, or if the payment was for activities that violated these Terms or any other agreement with us. You are responsible for all reversals, chargebacks, claims, fees, fines, penalties and other liabilities incurred by Metal, any Metal user, or a third party caused by or arising out of your breach of these Terms, and/or your use of the Service. You agree to reimburse Metal, any Metal user, or a third party for any and all such liabilities.

 

 

We may place a hold on payments sent to your Account with or without notice to you, if, in our sole discretion, we believe that (a) there may be a high level of risk associated with you, your Account, or your transactions; (b) that placing such a hold is necessary to comply with state or federal regulatory requirements; or (c) for purposes of us conducting or assisting in an investigation.  We make decisions about whether to place a payment hold based on a number of factors, including information available to us from both internal sources and third parties. When we place a hold on a payment, the funds will appear in your Account with an indication that they are unavailable or pending.  

Risk-based holds generally remain in place for up to 48 hours from the date the payment was received into your Account.  Depending on the facts and circumstances, we may release the hold earlier or later under certain circumstances, in each case at our sole discretion.

 

 

Limitations prevent you from completing certain actions with your Account, such as withdrawing, sending or receiving money.  These limitations are implemented to help protect Metal, buyers, and sellers when we notice Restricted Activities or activity that appears to us as unusual or suspicious.  Limitations also help us collect information necessary for keeping your Account with us open.

There are a number of reasons why your Account could be limited, including:

To remove the limitation and restore your Account, you will need to resolve any issues with the Account, often by providing information to us, although there may be certain situations where there is no specific action that you can take to help remove the limitation (for example, the limitation is put in place due to policies we have to ensure we’re in compliance with laws). If you find that your Account has been limited, you should either review the email you receive from us informing you that your Account is limited, or log in to your Account for additional details about the limitation on your Account.

 

 

If we are notified of a court order or other legal process (including garnishment or any equivalent process) affecting you, or if we otherwise believe we are required to do so in order to comply with applicable law or regulatory requirements, we may be required to take certain actions, including holding payments to/from your Account with us, placing a limitation on your Account, or releasing your funds.  We will decide, in our sole discretion, which action is required of us. Unless the court order, applicable law, regulatory requirement or other legal process requires otherwise, we will notify you of these actions. We do not have an obligation to contest or appeal any court order or legal process involving you or your Account. When we implement a hold or limitation as a result of a court order, applicable law, regulatory requirement or other legal process, the hold or limitation may remain in place longer than 180 days.

 

 

To protect yourself from unauthorized activity in your Account, you should regularly log into your Account and review your Account Statement.  Metal will notify you of each transaction by sending an email to your primary email address on file. You should review these transaction notifications to ensure that each transaction was authorized and accurately completed.

 

 

An “Unauthorized Transaction” occurs when money or cryptocurrency is sent from your Account that you did not authorize and that did not benefit you.  For example, if someone steals your password, uses the password to access your Account, and sends a payment from your Account, an Unauthorized Transaction has occurred.

 

 

The following are NOT considered Unauthorized Transactions:

 

 

Tell us IMMEDIATELY if you believe your login information has been lost or stolen, or if you believe that an Electronic Fund Transfer has been made without your permission using your login information. You could lose all the money in your Account. If you believe your login information has been lost or stolen, immediately contact us at: support@Metal Pay.com if related to a Metal Pay Account or Metal Vault Account. Please let us know if you believe there is an Unauthorized Transaction on your Account. 

We will protect you from Unauthorized Transactions in your Account. When this protection applies, we will cover you for the full amount of the Unauthorized Transaction, so long as we were able to complete the Error Resolution procedures.

 

 

An “Error” means the following:

 

 

Contact us at: support@MetalPay.com for matters relating to your Metal Pay Service Account or Metal Vault Service Account.

Notify us as soon as you can if you think your Account Statement or receipt is wrong or if you need more information about a transfer listed on the Account Statement or receipt. We must hear from you no later than 60 days after we sent the FIRST Account statement or receipt on which the problem or error appeared.

We may require that you send us your complaint or question in writing within 10 business days. If an extenuating circumstance (such as extended travel or hospitalization) prevents you from promptly notifying us of an Error, the time periods for notification may be extended for a reasonable period.

We will investigate promptly and, except as otherwise provided in this paragraph, will determine whether an Error occurred within 10 Business Days of receiving a notice of Error. We will report the results to you in writing within 3 Business Days after completing our investigation. We will  correct the Error within 1 Business Day after determining that an Error occurred. 

If we are unable to complete our investigation within 10 Business Days, we may take up to 45 days from receipt of a notice of Error to investigate and determine whether an Error occurred, if we do the following: 

(a) provisionally credit your Account in the amount of the alleged Error (including interest where applicable) within 10 Business Days of receiving the Error notice. We do need to provisionally credit your Account if we do not receive written confirmation within 10 business days of an oral notice of Error; or the alleged Error involves an account that is subject to Regulation T (Securities Credit by Brokers and Dealers, 12 CFR part 220); 

(b) inform you within 2 Business Days after the provisional crediting, of the amount and date of the provisional crediting and give you full use of the funds during the investigation;

(c) correct the Error, if any, within 1 Business Day after determining that an Error occurred; and

(d) reports the results to you within 3 Business Days after completing our investigation (including, if applicable, notice that a provisional credit has been made final).

 

 

For Errors involving new Accounts, or foreign-initiated transactions, we may take up to 90 days to investigate your complaint or question. For new Accounts, we may take up to 20 business days to credit your Account for the amount you think is in Error.

If we decide that there was no Error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

 

 

We will rectify any processing Error that we discover.  If the Error results in:

We will not rectify Errors if:

Processing Errors are not:

Your errors in making a transaction (for example, mistyping an amount of money that you are sending).

 

 

 

Text Messages.

By providing us with a mobile number, you consent to receiving text (SMS) messages from us. If you provide us with the mobile number of any other person or entity when initiating or requesting a payment through the Service, you represent and warrant to us that the person or entity has consented to receive text messages from us related to that payment. Standard text messaging rates may apply based on your plan with your mobile carrier.

If you provide us your mobile phone number, you agree that we may contact you at that number to: (i) service your Accounts with us, (ii) investigate or prevent fraud, or (iii) collect fees due or clawback funds or PoPP fraudulently obtained hereunder.

We may share your mobile phone number with service providers with whom we contract to assist us with the activities listed above, but we will not share your mobile phone number with third parties for their own purposes without your consent.  You can review your account and privacy setting in your Account settings at www.MetalPay.com

We may communicate with you about your Account and the Services as described in Section 363536– Electronic Communications below.  You will be considered to have received a communication from us, if it is delivered electronically, 24 hours after the time we post it to our website or email it to you. 

You understand and agree that, to the extent permitted by law, Metal may, without further notice or warning, monitor or record telephone conversations you or anyone acting on your behalf has with Metal or its agents for quality control and training purposes or for our own protection. You acknowledge and understand that while your communications with Metal may be overheard, monitored, or recorded not all telephone lines or calls may be recorded by Metal, and Metal does not guarantee that recordings of any particular telephone calls will be retained or retrievable.

 

 

These Terms will continue until terminated. Metal, in its sole discretion, reserves the right to terminate these Terms, access to its website, mobile apps, or access to any aspect of the Services for any reason and at any time upon notice to you (except as otherwise provided in these Terms) and payment to you of any unrestricted funds held in your Account.  

You may terminate your use of the Services at any time and for any reason by deactivating your Account and discontinuing your use of all of the Services, including but not limited to removing our Apps and other materials we provided to you from all of your devices.

If your Account is terminated, we will make reasonable efforts to make any content you provided or information about your Account inaccessible to third parties not involved in the provision of our Services.  You acknowledge and agree that any such content or information may be retained in caches or backups and that copies of or references may persist indefinitely due to the nature of the Service and the internet.

Notwithstanding termination of the Terms, all provisions that logically should survive termination for the protection of Metal’s rights and protection of your rights will survive and will remain in full force and effect after termination, including:  all unnumbered paragraphs at the beginning of the Terms and Sections 1, 4 (as applicable), 6, 8, 9.2, 11, Error! Reference source not found.14Error! Reference source not found.,-27276 (except for the license granted by Metal in Section 24.1), and 29298-31 310. 

 

 

As security for the performance of your obligations under these Terms, you grant to Metal a lien on, and security interest in and to, any of your Accounts in our possession.

 

 

We do not offer overdraft services or privileges with your Accounts, and you are expected to manage your Account so as not incur any overdrafts or negative balances.  If your Account becomes negative for any reason, that negative balance represents an amount that you owe us. Metal may deduct these amounts from funds that are in your Account or added to your Accounts later, either by you or from payments you receive.  If you have more than one Account with us, we may set off a negative balance in one Account against a balance in your other Account. In the event that a negative balance is offset by Metal pursuant to this paragraph, it may be combined with another debit coming out of your Account.

In addition to the above, if you have a past due amount owed to us, or our affiliates, we may debit your Account to pay any amounts that are more than 180 days past due.

 

 

If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, we will be entitled to recover all reasonable costs or expenses (including reasonable attorneys' fees and expenses) incurred in connection with the enforcement of these Terms to the extent permitted by law.

 

 

If Metal invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), you agree that Metal assumes your rights against the recipient and third parties related to the payment and may pursue those rights directly or on your behalf, in our discretion.

 

 

Our failure to act with respect to a breach of any of your obligations under these Terms by you or others does not waive our right to act with respect to subsequent or similar breaches. If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining provisions. The remaining provisions of these Terms shall remain in full force and effect.

 

 

In the sections titled Indemnification, Limitation of Liability and Release, we use the term “Metal Parties” to refer to Metal and its affiliates, and each of their respective directors, officers, employees, agents, joint ventures, licensors, shareholders, service providers and suppliers.  Affiliates include each entity that we control, we are controlled by, or we are under common control with.

 

 

Your indemnification of Metal Parties for actions related to your Account with us and your use of the Services.  You agree to defend, indemnify and hold the Metal Parties harmless from any claim or demand (including reasonable attorneys’ fees) made by any third party and any loss, expense, damage, tax, or cost incurred relating to or arising out of your breach of these Terms, your access to or use of the Services, your violation of any law or the rights of a third party or the actions or inactions of any third party to whom you grant permissions to use your Accounts with us or access the Services on your behalf (including negligent or wrongful conduct).



 

 

If you have a dispute with any other user of our Service, you release the Metal Parties from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.  

 

 

The Services are provided “as-is” and without any representation or warranty, whether express, implied or statutory.  Metal specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

Metal also does not have any control over third party cryptocurrency providers, or to third parties who assist with implementing any of the Services (such as Plaid or SynapseFI).  Metal does not control, is not responsible for and makes no representations or warranties with respect to any user of our Services or their conduct. You are solely responsible for your interaction with or reliance on any other user of our Service or their conduct. You further understand that you may be exposed to content from others that is offensive, indecent or objectionable. Metal does not make any representation or warranties as to the accuracy, correctness, reliability, completeness or usefulness of any content appearing on the Services. Metal does not guarantee continuous, uninterrupted or secure access to any part of the Service, and operation of our websites or Apps may be interfered with by numerous factors outside of our control.  Metal will make reasonable efforts to ensure that requests for electronic debits and credits involving Accounts are processed in a timely manner, but Metal makes no representations or warranties regarding the amount of time needed to complete processing because the Services are dependent upon many factors outside of our control, such as delays in the banking system or the U.S. or international mail service.  

SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO SOME OR ALL OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU BY OPERATION OF LAW.   LIMITATION OF LIABILITY. THE METAL PARTIES’ (AS DEFINED IN SECTION 21) LIABILITY UNDER THESE TERMS IS LIMITED WITH RESPECT TO YOUR ACCOUNTS AND YOUR USE OF THE SERVICES.  IN NO EVENT SHALL THE METAL PARTIES BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF DATA OR LOSS OF BUSINESS), OR TAXES ARISING OUT OF OR IN CONNECTION WITH ANY OF THE SERVICES OR THESE TERMS (HOWEVER ARISING, INCLUDING NEGLIGENCE), UNLESS AND TO THE EXTENT PROHIBITED BY LAW. OUR LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES INCURRED BY YOU IN CONNECTION WITH YOUR USE OF OUR SERVICES OR THESE TERMS. IN ADDITION, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE METAL PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO HOLD THE METAL PARTIES RESPONSIBLE, FOR ANY DAMAGES OR LOSSES (INCLUDING, BUT NOT LIMITED TO, LOSS OF MONEY, GOODWILL, OR REPUTATION, PROFITS, TAXES, OR OTHER INTANGIBLE LOSSES OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM: (1) YOUR USE OF, OR YOUR INABILITY TO USE, THE SERVICES; (2) DELAYS OR DISRUPTIONS IN THE SERVICES; (3) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING THE SERVICES OR ANY WEBSITE OR SERVICE LINKED TO THE SERVICES; (4) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE SERVICES OR IN THE INFORMATION AND GRAPHICS OBTAINED FROM THEM; (5) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES; (6) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNTS; OR (7) YOUR NEED TO MODIFY YOUR PRACTICES, CONTENT, OR BEHAVIOR, OR YOUR LOSS OF OR INABILITY TO DO BUSINESS, AS A RESULT OF CHANGES TO THESE TERMS OR OUR POLICIES.  THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER INDIRECT, GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER THE CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF AN AUTHORIZED REPRESENTATIVE OF METAL OR ANOTHER RELEASED PARTY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES, PROVIDED THAT THIS LIMITATION OF LIABILITY DOES NOT APPLY IF THE METAL PARTIES ARE EITHER GROSSLY NEGLIGENT OR ENGAGE IN INTENTIONAL MISCONDUCT.

 

 

 

By agreeing to these Terms, you agree that you are required to resolve any claim that you may have against any Metal entity on an individual basis in arbitration, as set forth in this Agreement to Arbitrate. This will preclude you from bringing any class, collective, or representative action against any Metal entity, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against any Metal entity by someone else.

You and each of the Metal Parties agree that any claim or dispute at law or equity arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Service at any time, whether before or after the date you agreed to these Terms will be resolved in accordance with the Agreement to Arbitrate provisions set forth below.  Please read this information carefully. Among other things it:

If a dispute arises between you and any Metal Party, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost-effective means of resolving the dispute quickly.  Disputes between you and any Metal Party regarding the Service may be reported to: support@MetalPay.com for Metal Pay Account or Metal Vault Account matters. 

Agreement to Arbitrate

Our Agreement

You and Metal each agree that any and all disputes or claims arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to these Terms, including without limitation federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation or any other legal theory, shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis.  This Agreement to Arbitrate is intended to be broadly interpreted.  

Prohibition of Class and Representative Actions and Non-Individualized Relief

You and Metal agree that each of us may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class, consolidated, collective, or representative action or proceeding.  Unless both you and Metal agree otherwise, the arbitrator(s) may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, collective, or class proceeding.  Also, the arbitrator(s) may award relief (including monetary, injunctive and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s).  Any relief awarded cannot affect any other Metal customers.

Arbitration Procedures

Arbitration is more informal than a lawsuit in court.  Arbitration uses a neutral arbitrator or arbitrators instead of a judge or jury, and court review of an arbitration award is very limited.  However, the arbitrator(s) can award the same damages and relief on an individual basis that a court can award to an individual. The arbitrator(s) also must follow the terms of these Terms as a court would.  All issues are for the arbitrator(s) to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of the Prohibition of Class and Representative Actions and Non-Individualized Relief section above, shall be for a court of competent jurisdiction to decide.

The arbitration will be conducted by the American Arbitration Association (referred to as the "AAA") under its rules and procedures, including the AAA's Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") (as applicable), as modified by this Agreement to Arbitrate.  The AAA Rules are available at www.adr.org. Notwithstanding any choice of law or other provision in these Terms, the parties agree and acknowledge that this Agreement to Arbitrate evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Agreement to Arbitrate or the enforcement thereof, then that issue shall be resolved under the laws of the state of California. A party who intends to seek arbitration must first send the other party, by certified mail, a completed Notice of Dispute.  You should send this notice to Metallicus at: Metallicus Inc. 660 4th Street #107, San Francisco, CA 94107.  We will send any notice to you to the address we have on file associated with your Account. It is your responsibility to keep your address up to date. All information called for in the notice must be provided including a description of the nature and basis of the claims the party is asserting and the relief sought.

If you and Metal are unable to resolve the claims described in the notice within 30 days after the notice is sent, you or Metal may initiate arbitration proceedings.  A form for initiating arbitration proceedings is available on the AAA's website at www.adr.org.

The arbitration shall be held in the county in which you reside or at another mutually agreed location.  If the value of the relief sought is $10,000 or less, you or Metal may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Metal subject to the discretion of the arbitrator(s) to require an in-person hearing, if the circumstances warrant.  In cases where an in-person hearing is held, you or Metal may attend by telephone, unless the arbitrator(s) require otherwise. Any settlement offer made by you or Metal shall not be disclosed to the arbitrator(s).

The arbitrator(s) will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law.  The arbitrator(s) will not be bound by rulings in prior arbitrations involving different customers of ours but is/are bound by rulings in prior arbitrations involving the same customer to the extent required by applicable law.  The award of the arbitrator(s) shall be final and binding, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

Costs of Arbitration

Payment of all filing, administration, and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this Agreement to Arbitrate.  If the value of the relief sought is $10,000 or less, at your request, we will pay all filing, administration, and arbitrator fees associated with the arbitration.  Any request for payment of fees by Metal should be submitted by mail to the AAA along with your Demand for Arbitration and Metal will make arrangements to pay all necessary fees directly to the AAA.  If the value of the relief sought is more than $10,000 and you are able to demonstrate that the costs of accessing arbitration will be prohibitive as compared to the costs of accessing a court for purposes of pursuing litigation on an individual basis, Metal will pay as much of the filing, administration, and arbitrator fees as the arbitrator(s) deem necessary to prevent the cost of accessing the arbitration from being prohibitive.  In the event the arbitrator(s) determine the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Metal for all fees associated with the arbitration paid by us on your behalf that you otherwise would be obligated to pay under the AAA's rules.

Severability

With the exception of any of the provisions in the Prohibition of Class and Representative Actions and Non-Individualized Relief section above, if a court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If a court decides that any of the provisions in the Prohibition of Class and Representative Actions and Non-Individualized Relief section above is invalid or unenforceable, then the entirety of this Agreement to Arbitrate shall be null and void, but the remainder of these Terms will continue to apply.

Future Amendments to this Agreement to Arbitrate

Notwithstanding any provision in the Terms to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or website link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Metal prior to the effective date of the amendment.  The amendment shall apply to all other disputes or claims governed by this Agreement to Arbitrate that have arisen or may arise between you and Metal. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on www.MetalPay.com at least 21 days before the effective date of the amendments and by providing notice through email. If you do not agree to these amended terms, you may close your Account with us within the 21-day period and you will not be bound by the amended terms.

 

 

 

The Services, including all of the software, software code comprising or used to operate all Accounts and all content, trademarks, copyrighted works and other materials provided by Metal are owned by Metal, its affiliated companies, and/or third-party licensors, and are protected by copyrights, trademarks and other intellectual property rights.

 

 

Subject to the terms and conditions of these Terms, Metal grants you a revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable, royalty-free limited license and right to access and use the Services in accordance with these Terms.  Any other use of the Services is strictly prohibited. Unless we give you permission in writing, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, create derivative works of or commercially exploit any materials that we provide or that are made available by third parties through the Service, in whole or in part, by any means. You agree not to alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the software that Metal provides to you.  You acknowledge that all rights, title and interest to the Services are owned by Metal. You must not remove, alter or obscure any copyright, patent, trademark or other proprietary or restrictive notice or legend contained or included in any part of the Services, and you agree to reproduce and copy all such notices and legends on all copies of any part of the Services that you are allowed to make under these Terms, if any. Any rights not expressly granted in these Terms are reserved.

Any third-party software application you use on the Metal websites or through the Service is subject to the license you agreed to with the third party that provides you with this software.  You acknowledge that Metal does not own, control nor have any responsibility or liability for any third-party software application you elect to use on the Metal websites and/or in connection with the Services.

 

 

Metal does not claim ownership of the content that you provide, upload, submit or send to Metal.  Nor does Metal claim ownership of the content you host on third-party websites or applications that use Services to provide payments services related to your content.  Subject to Section 25.324.325.3, when you provide content to Metal or post content using the Services, you grant Metal (and parties that we work with) a non-exclusive, irrevocable, royalty-free, fully assignable, perpetual, sublicensable, transferable, and worldwide license to use, copy, perform and display publicly, distribute, prepare derivative works and otherwise exploit your content and associated intellectual property and publicity rights in whole or in part, in any form, format or medium.  Metal will not compensate you for any of your content. You represent and warrant that Metal’s use of your content will not infringe any intellectual property or publicity rights. Further, you represent and warrant that you own or otherwise control all of the rights of the content you provide, and you agree to waive your moral rights and promise not to assert such rights against Metal. By posting content on our Services, you represent and warrant that the posting of your content does not violate these Terms or applicable laws.

 

 

You may not use, copy, reproduce, distribute, publish, display or perform, create derivative works of, transmit, sell, or in any way exploit any of the content posted by others except as expressly set forth in these Terms or allowed by law.

 

 

You may not transfer or assign any rights or obligations you have under these Terms without Metal’s prior written consent.  Metal may transfer or assign these Terms or any right or obligation under these Terms at any time.  Any assignment in violation of these Terms is null and void. 

 

 

References in these Terms to “business day(s)” or “Business Day(s)” mean(s) Monday through Friday, excluding holidays when our offices are not considered open for business in the U.S.  Holidays include New Year’s Day (January 1), Martin Luther King, Jr.’s Birthday (the third Monday in January), George Washington's Birthday (the third Monday in February), Memorial Day (the last Monday in May), Independence Day (July 4), Labor Day (the first Monday in September), Columbus Day (the second Monday in October), Veterans Day (November 11), Thanksgiving Day (the fourth Thursday in November) and Christmas Day (December 25).  If a holiday falls on a Saturday, we observe the holiday on the prior Friday. If the holiday falls on a Sunday, we observe the holiday on the following Monday. 

 

 

Metal may provide links to third-party websites or other resources (“Linked Sites”). Metal has no control over these Linked Sites and is not responsible for the operation of any Linked Site.  Metal offers these links as a convenience only, and the availability of any Linked Site is not an endorsement of the content, or any products or services available on these Linked Sites, or an endorsement of any Linked Site’s owners, or its providers. You acknowledge and agree that you access these Linked Sites at your own risk. Any interactions or business dealings with advertisers or third parties other than Metal found on or through our Service are solely between you and such advertiser or other third party. Without limiting any of the above, Metal will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss caused by or in connection with use of or reliance on any such Linked Site.

 

 

We are always looking for ways to help keep you even more secure.  So, stay on the lookout for some of these common scams:

Always use common sense when sending money or cryptocurrency.  If something sounds too good to be true, it probably is. Only send money or cryptocurrency for yourself and not for others.  Please let us know immediately if you believe someone is trying to scam or defraud you by contacting us at support@MetalPay.com if pertaining to Metal Pay Accounts or Metal Vault Accounts.

 

 

You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in these Terms, the laws of the State of Delaware, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between you and any Metal entity. 

 

 

These Terms and the Additional Agreements sets forth the entire understanding and agreement between us and supersede all prior understandings and agreements between you and Metal with respect to the subject matter hereof.

 

 

You authorize Metal, directly or through third parties, to make any inquiries we consider necessary to validate your identity.  This may include asking you for further information, requiring you to provide your date of birth, and other information that will allow us to reasonably identify you, requiring you to take steps to confirm ownership of your email address or financial instruments, or verifying your information against third party databases or through other sources.  We may also ask to see your driver’s license or other identifying documents at any time. If you use certain features of the Services, federal or state laws or regulations requires that Metal verify some of your information. Metal reserves the right to close, suspend, or limit access to your Accounts with us and/or the Services in the event we are unable to obtain or verify this information.

 

 

In addition to reporting complaints against Metal directly to us as described in these Terms, if you are a California resident, you may report complaints to the California Department of Business Oversight by mail at Department of Business Oversight, Attn:  Consumer Services, 1515 K Street, Suite 200, Sacramento, CA 95814 or online through its website at http://www.dbo.ca.gov/Consumers/consumer_services.asp.  The California Department of Business Oversight offers assistance with its complaint form by phone at 1-866-275-2677.  

 

 

If you receive confidential and/or private information about another Metal customer through the Service, you must keep the information confidential and only use it in connection with the Service.  You may not disclose or distribute any information about Metal users to a third party or use the information for marketing purposes unless you receive that user’s express consent to do so. You may not send unsolicited emails to a Metal customer or use the Service to collect payments for sending, or assist in sending, unsolicited emails to third parties.

 

 

 By agreeing to these terms and opening an Account, you agree that you are capable of receiving and retaining, and consent to receive, electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your Accounts with us and your use of our Services. 

Communications that we may send to you include:

We will provide these Communications to you by posting them on our websites and/or by emailing them to you at the primary email address listed in your profile with us.

 

 

In order to access and retain electronic Communications, you will need the following computer hardware and software:

 

 

We will notify you if there are any material changes to the hardware or software needed to receive electronic Communications from us. By giving your consent, you are confirming that you have access to the necessary equipment and are able to receive, open, and print or download a copy of any Communications for your records. You may print or save a copy of these Communications for your records as they may not be accessible online at a later date.

 

 

You may withdraw your consent to receive Communications electronically by contacting us via the "Contact Us" link on our websites. If you fail to provide or if you withdraw your consent to receive Communications electronically, Metal reserves the right to either deny your application for an Account, restrict or deactivate your Account, close your Account and any sub-account, or charge you additional fees for paper copies.  If Metal closes your Accounts, any funds in the Accounts will be returned to you by transferring the funds to one of your Linked Accounts, and the terms and conditions of this Account closing will be handled as stated in Section 4.2 of these Terms.  

 

 

If, after you consent to receive Communications electronically, you would like a paper copy of a Communication we previously sent you, you may request a copy within 180 days of the date we provided the Communication to you by contacting us as described above. We will send your paper copy to you by U.S. mail. In order for us to send your paper copies, you must have a current street address on file as your “Home” address in your profile with us. If you request paper copies, you understand and agree that we may charge you a Records Request Fee for each Communication. The Records Request Fee will not be charged if you request a Form 1099-K in paper form.  

 

 

It is your responsibility to keep your primary email address up to date so that Metal can communicate with you electronically. You understand and agree that if Metal sends you an electronic Communication, but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Metal will be deemed to have provided the Communication to you.

Please note that if you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you must add Metal (i.e., Metal Pay or Metal Vault, or whichever service you use) to your email address book so that you will be able to receive the Communications we send to you.

You can update your primary email address or street address for any particular service of ours at any time through the App for that Service or by logging into our website for that Service.  If your email address becomes invalid such that electronic Communications sent to you by us are returned, Metal may deem your Account to be inactive, and you will not be able to transact any activity using your Account until we receive a valid, working primary email address from you.

 

 

These Terms incorporate by reference Metal’s Disclosures Regarding Cryptocurrency: ]Disclosuresregardingcryptocurrency

 

 

Your bank may charge you fees for sending or receiving funds through our Services. For example, depending on your location, you may be charged currency conversion processing fees, international transactions fees, or other fees even when your transaction is domestic and does not require a currency conversion. Metal is not liable for any fees charged to you by your bank or other financial institution based on your usage of MTL or our Services.

 

 

Metal does not in any way obscure the information that it requests or obtains. Due to the inherent transparency of blockchains, transactions to and from Metal are public and easily correlated. Utilizing Metal to obscure transactions or assets in any way is pointless. Law enforcement has full access to blockchain information that goes in or out of our system.

You accept that Metal will comply voluntarily with all legal reporting obligations and specific requests for information from it. As such, we reserve the right to provide information to law enforcement personnel and other third parties to answer inquiries; to respond to legal process; to respond to the order of a court of competent jurisdiction and those exercising the court’s authority; and, to protect Metal and our users.

 

 

Metal is committed to full compliance with all applicable laws and regulations regarding Anti- Money Laundering (“AML”).  Our policy is to prevent people engaged in money laundering, fraud, and other financial crimes, including terrorist financing, from using the Services.

Metal and our third-party partners have robust policies and procedures to detect, prevent and report suspicious activity. To comply with OFAC requirements with respect to U.S. sanctions, and global sanctions, we screen our customer accounts against government watch lists. We report suspicious transactions to OFAC in accordance with applicable law, as well as to the financial intelligence unit in the respective country.

How does this impact you?

As part of our AML procedures, we collect information from you to satisfy our “know your customer” (KYC) obligations. This means that we may request information from you due to a specific identification requirement or because of our watch list screening process. We may ask you to provide documentation to help confirm your identity or provide additional information regarding your business.

When is this information requested?

We may ask for this information during Account opening or as part of our Account review process, which we periodically conduct on our existing customers.

 

 

Metal is only a payment service provider. We do not: act as an escrow agent with respect to any money sent to you through our Service that has not been transferred; act as your agent or trustee; enter into a partnership, joint venture, agency or employment relationship with you; guarantee the identity of any user or seller; or determine if you are liable for any taxes.

 

 

Our Apps work on applications linked to a particular device and operating system, such as Apple’s iOS operating system. Your use of the Services may be subject to separate agreements you may enter into with your mobile device operating system provider (e.g., Apple, Google or Microsoft®), your mobile device manufacturer (e.g., Apple, Samsung®), your mobile service carrier (e.g., AT&T® or Verizon®), and other parties involved in providing your mobile device service, which we collectively refer to as “Third Party Service Providers.” You agree to comply with all applicable third-party terms of agreement when using the Services. We are not a party to those agreements and we have no responsibility for the products and services provided by third parties. You acknowledge and agree that this agreement is between you and Metal, not with any Third Party Service Providers. You acknowledge and agree that we are solely responsible for the Services.

Third Party Service Providers have no warranty obligations whatsoever with respect to the Services. 

 

 

 

44.1 Contact Metal. If you have feedback, or general questions, contact us via our Customer Support webpage at https://support.metalpay.com/support/home.

 When you contact us please provide us with your name, address, and any other information we may need to identify you, your Metal Account(s), and the transaction on which you have feedback or questions.

Metal requires that all legal documents (including civil subpoenas, complaints, and small claims) be served on our registered agent for service of process. 

Please note that our registered agent will accept service only if the entity identified as the recipient of the document is identical to the entity registered with the Secretary of State and for which our registered agent is authorized to accept service. By accepting service of a legal document, Metal does not waive any objections we may have and may raise in response to such document.

44.2 Formal Complaint Process. If you have a dispute with Metak (a “Complaint”), you agree to contact Metal through our support team to attempt to resolve any such dispute amicably. If we cannot resolve the dispute through the Metal support team, you and we agree to use the Formal Complaint Process set forth below. You agree to use this process before filing any arbitration claim or small claims action. If you do not follow the procedures set out in this Section before filing an arbitration claim or suit in small claims court, we shall have the right to ask the arbitrator or small claims court to dismiss your filing unless and until you complete the following steps.

44.2.1 Procedural Steps. In the event that your dispute with Metal is not resolved through your contact with Metal Support, you agree to use our Complaint form to describe your Complaint, how you would like us to resolve the Complaint, and any other information related to your dispute that you believe to be relevant. The Complaint form can be found on the Metal support pages, support.  Metal or can be requested from Metal Customer Support.

44.2.2 Metal Response. We will acknowledge receipt of your Complaint form after you submit it. A Metal customer relations agent ("Agent") will review your Complaint. The Agent will evaluate your Complaint based on the information you have provided and information in the possession of Metal. Within 15 business days of our receipt of your Complaint form, the Agent will address the issues raised in your Complaint form by sending you an e-mail ("Resolution Notice") in which the Agent will: (i) offer to resolve your complaint in the way you requested; (ii) make a determination rejecting your Complaint and set out the reasons for the rejection; or (iii) offer to resolve your Complaint with an alternative solution. In exceptional circumstances, if the Agent is unable to respond to your Complaint within 15 business days for reasons beyond Metal's control, the Agent will send you a communication indicating the reasons for any delay in answering your Complaint, and specifying the deadline by which the Agent will respond to your Complaint, which will be no later than 35 business days from our receipt of your Complaint form.

 

 

 

Metallicus, Inc. (“Metal”) Acceptable Use Policy

 

Last Updated:  December 17th 2019

 

You are independently responsible for complying with all applicable laws in all of your actions related to your use of Metal’s Services, regardless of the purpose of the use. In addition, you must adhere to these terms.  This Acceptable Use Policy is incorporated by reference into Metal’s Terms of Service. Any terms used in this policy but not defined herein are defined in the Terms of Service. https://www.metalpay.com/terms-of-use.html

 

 

You may not use the Metal services for activities that:

 

Metallicus, Inc. (“Metal”) Copyright Policy

Last Updated: December 15th, 2019

This Copyright Policy is incorporated by reference into Metal’s Terms of Service.  Any terms used in this policy but not defined herein are defined in the Terms of Service.  https://www.metalpay.com/terms-of-use.html Metal will investigate claims of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) ("DMCA").  If you believe that any content on the Metal website or accessible through our services has infringed your copyright, you may submit a written notification of claimed copyright infringement to the following Designated Agent: 

 

Company

Attn: Laura Kyriazis, Esq. 

660 4th St. #107, San Francisco, California 94107 USA

legal@metalpay.co

 

DMCA Notification

To be effective, the notification must be written and include the following (please consult your legal counsel or see Section 512(c)(3) of the DMCA to confirm these requirements): 

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.  
  2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
  3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material. Providing URLs in the body of an email is the best way to help us locate content quickly.
  4. Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
  5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
  6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

 

After removing material according to a valid DMCA notice, we will immediately notify the individual responsible for the allegedly infringing material that we have removed or disabled access to the material.

 

How to Make a Counter Notification

 

If you are a registered user of our services and you feel that material that you have placed online and that has been removed following an infringement complaint is in fact NOT an infringement, you may file a counter notification. Section 512 (g)(3) of the DMCA requires that, to be valid, the counter notification must be written and addressed to our Designated Agent (listed above) and must provide the following information:

  1. A physical or electronic signature of the subscriber;
  2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
  3. A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
  4. The subscriber’s name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided notification under or an agent of such person.

 

Our Designated Agent will present your counter notification to the person who filed the infringement complaint. Once your counter notification has been delivered, Metal is allowed under the provisions of Section 512 to restore the removed material in not less than ten or more than fourteen days, unless the complaining party serves notice of intent to obtain a court order restraining the restoration. 

 

If you do not comply with all of the requirements of this Copyright Policy, your DMCA notice or counter notification may not be valid.  Only DMCA notices and counter notifications should go to our Designated Agent. If you send an email or notice to our Designated Agent without a proper subject line, or for purposes other than communication about copyright claims, we may not acknowledge or respond to your communication. Any other feedback, comments, requests for technical support, and other communications should be directed to our customer service at 

 

It is our policy to terminate, under appropriate circumstances, any accounts of individuals who are repeat copyright infringers, and reserves the right, in its sole discretion, to terminate any access by individuals for actual or apparent copyright infringement.  

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Metallicus, Inc. (“Metal”) Disclosures Regarding Cryptocurrency

 

The following disclosures apply to the purchase, sale, storage, and rewarding of cryptocurrencies through the Metal Services. These Disclosures Regarding Cryptocurrency are incorporated by reference into Metal’s Terms of Service.  Defined terms used in this policy, but not defined herein have the meanings set forth in Metal’s Terms of Service. https://www.metalpay.com/terms-of-use.html



 

 

Cryptocurrencies are not FDIC insured and the use of cryptocurrencies may carry financial risk. In no event shall Metal be liable or responsible for any damages, claims, applications, losses, taxes, injuries, delays, accidents, costs, business interruption costs, or other expenses (including, without limitation, attorneys’ fees or the costs of any claim or suit), nor for any incidental, direct, indirect, general, special, punitive, exemplary, or consequential damages, loss of goodwill or business profits, loss of cryptocurrency or digital assets, work stoppage, data loss, computer failure or malfunction, or any other commercial or other losses directly or indirectly arising out of or related to: Metal’s Terms of Service https://www.metalpay.com/terms-of-use.html

 (including our Privacy Policy https://www.metalpay.com/privacy-policy.html

any service of Metal; the use of MTL; any use of your digital assets or cryptocurrency by any other party not authorized by you (collectively, all of the foregoing items shall be referred to herein as “Losses”). Metal is hereby released by you from liability for any and all Losses. We disclaim all warranties or guarantees, including any warranty of merchantability and warranty of fitness for any particular purpose. The foregoing limitations of liability shall apply whether the alleged liability or Losses are based on contract, negligence, tort, strict liability, or any other basis, even if Metal has been advised of or should have known of the possibility of such losses and damages, and without regard to the success or effectiveness of other remedies.

 

The use, transfer and exchange of cryptocurrencies may be subject to applicable federal and state laws, including rules and regulations promulgated by various regulatory agencies, such as the Securities Exchange Commission, Financial Crimes Enforcement Network (FinCEN), Commodity Futures Trading Commission, Internal Revenue Services and state money transmission or virtual currency business licensing agencies. The U.S. federal and state laws and regulations on cryptocurrencies are subject to significant uncertainty and are evolving rapidly.  While we are making every effort to comply with applicable rules and regulations in the U.S. and internationally with respect to our operations, we cannot predict nor guarantee that your use, transfer, or exchange of cryptocurrencies through our Services will not be subject of any such regulations, either now or in the future. Any change of cryptocurrency regulations may have a material negative impact on your ability to use and transfer such cryptocurrencies and may cause you to lose all or a portion of the value of such cryptocurrencies.   

 

 

 

Cryptocurrency and digital assets are not fiat (official) currencies, and are highly experimental and risky.  The Services (which include but are not limited to purchasing cryptocurrencies on users’ behalf) attempt to provide accurate price and exchange rate information, but this information is highly volatile, it is determined by third parties and can change quickly without users necessarily being aware of these changes.

Exchange rates that you as a consumer receive when remitting payments to other consumers are calculated at the time your transaction is accepted.

Due to varying types and levels of security between blockchains and networks, your payment is typically considered “accepted” when Metal has verified three blockchain confirmations. Metal may occasionally accept a payment with zero confirmations, although this decision is at Metal’s sole discretion. It is important to note that a payment being broadcast to the blockchain network does not constitute an acceptance by Metal of that payment. The blockchain is responsible for confirming cryptocurrency transactions and Metal is not liable for any loss due to, but not limited to, errors in the protocol, delays or any other breakdown relating to the blockchain.

You acknowledge that Metal cannot confirm, cancel or reverse cryptocurrency transactions.

You expressly agree that Metal is not liable for any errors, loss or omissions due to sending cryptocurrencies to or receiving cryptocurrencies from incorrect wallet addresses, email addresses, entering incorrect transaction amounts, or any other information related to cryptocurrency transactions by using the Service. Please ensure that you use the correct cryptocurrency addresses, email addresses, and transaction amounts when transacting.

Cryptocurrencies are securely stored in a combination of online and offline storage. As a result, it may take up to 48 hours or more to facilitate cryptocurrency transactions. By using the Services, you accept the risk that transactions may be delayed, and you agree not to hold Metal liable for any damages or loss due to delays.

The information contained on Metal websites, Services, or Apps does not constitute accounting, legal, financial, consulting investment or other professional advice. You bear all the risks from any decision to hold, purchase or sell cryptocurrencies on our Services, websites, and Apps and Metal will not be liable for any loss suffered.

 

 

 

      1. Important: Cryptocurrencies, tokens, and digital assets are, by their nature, generally irreversible, and their exchange rates are highly volatile and transitory. For these reasons, customers may only receive a refund if Metal has not yet completed the transmission. Once the asset has been transmitted, no refund is possible, even if the wrong address was provided to Metal. All sales after transmission are final.

 

 

Some uses of your Metal Pay Service Account require a currency conversion. Examples of such conversions include converting your Metal Pay Service Account balance in U.S. dollars to a cryptocurrency, from one cryptocurrency to another cryptocurrency, or from a cryptocurrency to U.S. dollars. Such conversions will be performed at a rate established by a third-party partner. The exchange rate is displayed in the transaction information in your digital wallet with us.  Any such conversion may cause you to incur costs, including those related to taxes (e.g., tax filing costs, tax liabilities). 

 

 

 

Each user should consult with and must rely upon the advice of its own professional tax advisers with respect to all U.S. federal income tax, state and local (and non-U.S. tax) treatment of MTL tokens and the purchase, sale, storage, and rewarding of cryptocurrencies through the  Services.

 

The tax treatment of the MTL tokens and all tokens generally is uncertain and there may be adverse tax consequences for Service users that hold, receive, transfer, trade, and/or purchase the MTL or any other related tokens.

 

The purchasing, transferring, receiving, or holding of, or investing in, MTL tokens may result in adverse tax consequences, including withholding taxes, income taxes and tax reporting requirements.  Metal does not intend to request a ruling from the U.S. Internal Revenue Service (“IRS”) or any tax authority or governmental agency on these issues.  



On March 25, 2014, the IRS released Notice 2014-21, 2014-16 I.R.B. 938 (the “Notice”), which discusses certain aspects of the treatment of convertible virtual currencies for U.S. federal income tax purposes.  A “convertible virtual currency” is a digital currency that has an equivalent value in real currency, or acts as a substitute for real currency.  The Notice provides that for U.S. federal income tax purposes a convertible virtual currency is considered “property” and not a “currency.” Further, the character of any gain or loss of a transaction involving a convertible virtual currency depends on whether it is a capital asset in the hands of the taxpayer.  Under the Notice, it is possible that the Metal Pay Service users that receive “Pop” will be subject to U.S. federal income tax at ordinary income tax rates. Also, any Service user that chooses to transfer funds via Services with the MTL token (instead of cash) may be required to report a gain or loss to the extent the user’s basis differs from the fair market value of the token at the time of the transfer.  That same tax exposure exists for those Service users that choose to sell their MTL token(s) on a secondary market.

 

There is no guarantee that the IRS will agree that the MTL token falls within the parameters of the Notice or that the IRS will not alter its position with respect to digital currency in the future or that a court would uphold the tax treatment set forth in the Notice.  In addition, Metal can provide no assurance that future legislation will not treat digital currency, including MTL, as currency for U.S. federal income tax purposes. If treated as currency for such purposes, gains recognized on the disposition of MTL would constitute ordinary income, and losses recognized on the disposition of MTL could be subject to special reporting requirements applicable to “reportable transactions.”

 

Further, the Notice fails to address significant aspects of the U.S. federal income tax treatment of digital currency, including, without limitation: (i) whether convertible virtual currency is properly treated as a “commodity” or as a “collectible”; (ii) the proper method of determining a holder’s holding period and tax basis for such acquired at different times or at varying prices; and (iii) whether and how a holder of convertible virtual currency acquired at different times or at varying prices may designate for U.S. federal income tax purposes which units of the virtual currency are transferred in a subsequent sale, exchange or other disposition (e.g., last-in first-out).

 

Additionally, the IRS has stepped-up enforcement actions on virtual currency transactions.  On July 2, 2018, the IRS announced a new compliance initiative on virtual currencies (the “Campaign”).  The purpose of the Campaign is to “address noncompliance related to the use of virtual currency through multiple treatment streams including outreach and examinations.”  Said another way, the IRS seems to have made it a priority to audit those returns with some level of virtual currency transactions; however, the breadth of the Campaign’s execution is unknown at this time, and it is likely to vary depending on the IRS’s successes and failures in the Campaign’s execution.

 

THE TAX ASPECTS OF MTL TOKENS AND THE PURCHASE, SALE, STORAGE, AND REWARDING OF CRYPTOCURRENCIES THROUGH THE SERVICES ARE COMPLEX, AND YOU SHOULD REVIEW THE TAX CONSIDERATIONS APPLICABLE TO THE SAME WITH A PROFESSIONAL ADVISOR THAT IS FAMILIAR WITH YOUR TAX SITUATION AND WITH THE SPECIFIC LAWS AND REGULATIONS APPLICABLE TO YOU AND CRYPTOCURRENCY.  METAL PROVIDES NO GUARANTEE OR ASSURANCE THAT YOU WILL NOT SUFFER ADVERSE TAX CONSEQUENCES BY VIRTUE OF YOUR USE OF MTL TOKENS OR THE PURCHASE, SALE, STORAGE, AND REWARDING OF CRYPTOCURRENCIES THROUGH THE SERVICES.