philoro USA, Inc.
Terms and Conditions
1. Scope of Terms
These terms and conditions (these “Terms”) apply to your access to, and use of the website located at https://philoro.us/ (the “Site”), including any request for information, quote, or contact made through the Site, by phone, or by email. The Site is an informational website for philoro USA, Inc. (“philoro,” “we,” “us,” or “our”) and is not an online store or e-commerce platform. These Terms further apply to any transaction entered into between you and philoro USA, Inc., or any of its affiliates, except those Terms that conflict with terms set forth in any written confirmation, trade confirmation, invoice, or other written agreement between yourself and philoro.
These Terms may be updated by us from time to time in our sole discretion. Any revised Terms will become effective as of the “Last Updated” date posted on the Site. Your continued use of the Site after that date constitutes your acceptance of the revised Terms. These Terms are in addition to our Website Terms of Use and Privacy Policy, each as posted on the Site.
2. Informational Website Only; No Online Orders
The Site provides general information about our products, services, and market offerings. Any product descriptions, availability information, pricing indications, charts, market commentary, or other content on the Site is for informational purposes only and does not constitute a binding offer to sell or a solicitation to buy.
Clients interested in purchasing physical precious metals from philoro must contact us directly by phone or email. No contract is formed, and no order is accepted, solely by viewing the Site, submitting an inquiry, or otherwise expressing interest through the Site.
3. No Investment Advice; Market Risk Disclaimer
Precious metals markets are volatile and may move rapidly. The purchase or sale of precious metals may not be appropriate for every person or business. Before entering any transaction, you should carefully consider your own objectives and, where appropriate, consult independent legal, tax, and financial advisors.
philoro does not provide investment advice and does not guarantee any future price performance, whether short-term, medium-term, or long-term, for any precious metals product or service described on the Site or discussed with you.
4. Client Identification and Compliance
All clients are subject to applicable U.S. laws and regulations, including anti-money laundering, know-your-customer, sanctions, fraud-prevention, and other compliance requirements. We may require identification documents, business records, beneficial ownership information, source-of-funds information, and any other materials we reasonably request before we provide a quote, confirm a transaction, arrange delivery, or otherwise do business with you.
You agree to provide complete, accurate, and current information and authorize us, our affiliates, and our service providers to make such inquiries as we reasonably deem necessary to verify your identity and compliance status. We reserve the right to decline, delay, suspend, or cancel any proposed or confirmed transaction if required for legal, regulatory, risk-management, or compliance reasons.
5. Privacy and Communications
We respect your privacy and process personal information in accordance with our Privacy Policy as posted on the Site.
By contacting us or providing your contact information to us, you consent to receive communications from us regarding your inquiry, any potential transaction, compliance review, delivery, account servicing, and related matters by email, telephone, text message, or regular mail, to the extent permitted by applicable law. Marketing communications are optional and not a condition of doing business with us. You may opt out of marketing communications in accordance with applicable law and the instructions included in the communication.
6. How Transactions Are Initiated and Confirmed
Private investors and wholesale clients may request information, pricing, product availability, or transaction terms by contacting philoro directly by phone or email. Any response from philoro, including an indicative quote, market commentary, product list, invoice draft, or preliminary discussion, is non-binding unless and until philoro expressly confirms the transaction.
A binding transaction is formed only when: (a) the relevant terms have been agreed between you and philoro; (b) we have completed any required compliance and identity verification; and (c) we have issued a written confirmation, trade confirmation, invoice, or other written acceptance by email or other written means. We reserve the right to refuse any inquiry, quote request, or proposed transaction in our sole discretion.
7. Pricing, Quotes, Taxes, and Payment
Because precious metals prices are tied to live market conditions, any quote or pricing indication is subject to change without notice until a transaction is expressly confirmed by philoro. A quoted price may be valid only for the time period stated by philoro and may expire or be withdrawn if market conditions change, if payment is not received when due, or if compliance requirements have not been satisfied.
All prices are exclusive of taxes, shipping, insurance, handling, storage, wire fees, and similar charges unless expressly stated otherwise in writing. You are responsible for any applicable federal, state, local, sales, use, value-added, excise, or similar taxes, except taxes based on philoro’s net income.
Payment instructions and deadlines will be set forth in the applicable invoice, trade confirmation, or other written communication. Unless otherwise agreed in writing, philoro may cancel a transaction if cleared funds are not received within the required time frame.
8. Delivery, Title, and Risk of Loss
Delivery arrangements, shipping methods, insurance coverage, handling charges, title transfer, and risk of loss will be set forth in the applicable transaction confirmation, invoice, shipping confirmation, or other written agreement between you and philoro.
Any delivery dates provided by philoro are estimates only unless expressly stated otherwise in writing. philoro is not liable for delays caused by carriers, market conditions, security procedures, compliance holds, weather events, force majeure events, or other circumstances beyond our reasonable control.
9. Cancellations, Changes, and Market Loss
Once a transaction has been confirmed and a price has been fixed or locked, you may not cancel, reverse, or modify the transaction except with philoro’s prior written consent. If philoro agrees to any cancellation, reversal, or modification after a price has been fixed or locked, you will be responsible for any market loss, price difference, administrative fee, storage fee, shipping cost, or other loss or expense incurred by philoro in connection with that change.
Any exception granted by philoro in one instance does not obligate philoro to permit a cancellation, reversal, or modification in any other instance.
10. Inspection; Claims
You are responsible for promptly inspecting any shipment upon delivery. Any claim relating to shortage, damage, tampering, delivery discrepancy, or other visible issues must be reported to philoro promptly, together with supporting photographs and shipment details, and in any event within the time period stated in the applicable transaction documents or, if no time period is stated there, within forty-eight (48) hours after delivery.
Failure to notify us within the applicable period may be deemed acceptance of the shipment as delivered, subject to applicable law.
11. Fraud Prevention and Recorded Communications
We reserve the right to verify any instruction, quote request, payment instruction, shipping change, or other communication that appears unusual, inconsistent, incomplete, or potentially fraudulent. We may delay, suspend, or cancel any proposed or confirmed transaction while we investigate suspected fraud or unauthorized activity.
To improve accuracy, traceability, and dispute resolution, telephone calls between you and philoro may be monitored or recorded to the extent permitted by applicable law.
12. Disclaimer of Warranties
Except as expressly set forth in a written transaction confirmation or as otherwise required by applicable law, the Site and all information, content, materials, and services made available through it are provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied, including any implied warranty of merchantability, fitness for a particular purpose, title, non-infringement, or uninterrupted access.
We do not guarantee that the Site will be error-free, secure, continuously available, or free of viruses or other harmful components, or that any information displayed on the Site is complete, current, or error-free at all times.
13. Limitation of Liability
To the fullest extent permitted by law, philoro shall not be liable for any consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, including lost profits, lost revenues, loss of opportunity, loss of business, or diminution in value, arising out of or relating to the Site, these Terms, any inquiry, or any transaction, regardless of the theory of liability and even if advised of the possibility of such damages.
To the fullest extent permitted by law, philoro’s aggregated liability arising out of or relating to the Site, these Terms, any inquiry, or any transaction shall not exceed the amount actually paid by you to philoro in the specific transaction giving rise to the claim. The foregoing limitations do not apply to liability resulting from philoro’s gross negligence, willful misconduct, or any liability that cannot be excluded under applicable law.
14. Goods Not for Export
Unless expressly agreed by philoro in writing, all products are intended for final delivery within the United States. You represent and guarantee that you will comply with all applicable export, import, sanctions, customs, and trade-control laws.
15. License; Site Access; Prohibited Uses
philoro is the exclusive owner of all Site content, including but not limited to rights, title, interests, trademarks (registered or not), copyrights, (registered or not), database rights, rights of authorship, rade secrets, sui generis, and all intellectual property and proprietary rights. Your visitation to the Site, or usage of any features therein, does not grant you ownership of any feature or content contained therein. You may not download, copy, reproduce, modify, distribute, display, create derivative works from, scrape, harvest, data-mine, reverse engineer, or commercially exploit the Site or any content on the Site except with our prior written consent.
Trademarks, service marks, and logos (collectively the „Trademarks“) appearing on this Site are the property of their owners, whether philoro or third parties, and may not be used unless authorized in writing by the owner. No license or right to use any Trademark appearing on the Site is grantedby implication or estoppel or otherwise.
You may not use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other person’s use of the Site. All rights not expressly granted are reserved by philoro.
16. Force Majeure
philoro shall not be liable or deemed in breach for any delay, suspension, or failure to perform resulting from causes beyond its reasonable control, including acts of God, weather events, fire, flood, earthquake, war, terrorism, labor disputes, governmental action, sanctions, epidemic, pandemic, transportation interruption, telecommunication failure, power outage, cyber incident, or inability or delay in obtaining products, insurance, vaulting, or shipping services.
17. Governing Law and Jurisdiction
All matters arising out of or relating to these Terms, the Site, and any transaction with philoro, shall be governed by and construed in accordance with the internal laws of the State of New York, without regard to conflict-of-laws principles.
18. Waiver of Jury Trial; Binding Arbitration; Time Limit for Claims
To the fullest extent permitted by law, any claim, dispute, or controversy arising out of or relating to these Terms, the Site, any inquiry, or any transaction with philoro shall be resolved exclusively and finally by binding arbitration in New York, New York, administered by the American Arbitration Association under its Commercial Arbitration Rules and Mediation Procedures then in effect.
You and philoro each waive any right to a jury trial and agree that claims may be brought only in an individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding.
Any claim or cause of action must commence within two (2) years after the event giving rise to the claim, except to the extent a longer period is required by applicable law.
19. Assignment
You may not assign any of your rights or delegate any of your obligations under these Terms without philoro’s prior written consent. Any purported assignment or delegation in violation of this Section is null and void.
20. No Waiver
No waiver by philoro of any provision of these Terms shall be effective unless in writing and signed by an authorized representative of philoro. No failure or delay by philoro in exercising any right, remedy, power, or privilege under these Terms shall operate as a waiver thereof.
21. No Third-Party Beneficiaries
These Terms are for the sole benefit of you and philoro and do not confer any rights or remedies on any other person or entity, except as expressly stated otherwise.
22. Notices
Notices to you may be provided by email, telephone, regular mail, or posting on the Site, as applicable.
Notices to philoro must be sent to the contact information posted on the Site or, if no updated contact information is posted there, to usa@philoro.com and philoro USA, Inc., 1330 Avenue of the Americas, Suite 36B, New York, New York 10019. philoro may update its notice details by posting revised information on the Site.
23. Legal Age; Authority; Refusal of Business
By using the Site or entering a transaction with philoro, you represent and warrant that you are at least eighteen (18) years old and legally capable of entering into a binding agreement, or, if acting on behalf of an entity, that you have full authority to bind that entity.
philoro reserves the right, in its sole discretion and subject to applicable law, to refuse any inquiry, transaction, shipment, or business relationship.
24. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect to the fullest extent permitted by law.
25. Entire Agreement
These Terms, together with any applicable written transaction confirmation, invoice, trade confirmation, Website Terms of Use, and Privacy Policy, constitute the entire agreement between you and philoro with respect to the subject matter addressed herein and supersede all prior or contemporaneous understandings relating to that subject matter.