Metallicus, Inc. Terms of Service
Last updated: January 30, 2023
Metallicus, Inc. (“Metallicus”) and its affiliates (collectively, “Metal,” “us,” “we,” or “our”) is offering you (“you” or “your”) access to various services offered by us through our websites and mobile applications related to payments and Digital Assets.
Your acceptance of these Terms also constitutes your agreement that you can 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 will 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 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 (a) are 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 these Terms on your behalf and doing so will not violate any other agreement to which you are a party.
1. LIMITATION OF LIABILITY.
THE METAL PARTIES’ 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 (INCLUDING ANY APPLICABLE WITHHOLDING TAXES) ARISING OUT OF OR IN CONNECTION WITH ANY OF THE SERVICES OR THESE TERMS (HOWEVER ARISING, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), UNLESS AND TO THE EXTENT SUCH LIMITATIONS ARE 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, AND NOTWITHSTANDING THE FOREGOING, 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, DIGITAL ASSETS, GOODWILL, BUSINESS, REPUTATION, PROFITS, TAXES (INCLUDING ANY APPLICABLE WITHHOLDING TAXES), OR OTHER INTANGIBLE LOSSES OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM: (a) YOUR USE OF, OR YOUR INABILITY TO USE, THE SERVICES; (b) DELAYS OR DISRUPTIONS IN THE SERVICES; (c) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING THE SERVICES OR ANY WEBSITE OR SERVICE LINKED TO THE SERVICES; (d) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE SERVICES OR IN THE INFORMATION AND GRAPHICS OBTAINED FROM THEM; (e) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES; (f) 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; OR (g) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNTS. 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, WITHOUT LIMITATION, NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF AN AUTHORIZED REPRESENTATIVE OF METAL 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.
2. Prohibited Territories.
Some of our Services are only available in certain territories. 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 if you reside in an Allowed Territory. We will update these Terms and/or our websites as geographic updates become available.
3. Defined Terms.
The following capitalized terms used in these Terms have the following meanings. Any other capitalized terms used in these Terms will have the meanings we otherwise provide in these Terms.
- a. “Acceptable Use Policy” has the meaning given in Section 19 (Metal Acceptable Use Policy) of these Terms.
- b. “Account” means an account that you create with us to access or use the Services.
- c. “Account Statement“ means a statement showing your Account activity.
- d. “Allowed Territories“ means the territories set forth at Metal Pay regions guide.
- e. “App“ means any software application we provide for you to use our Services on a mobile device.
- f. “Digital Asset(s)“ means anything that is created and stored digitally, is identifiable and discoverable, and has or provides value.
- g. “Digital Asset Custodian“ means Fireblocks Ltd. or Fireblocks Inc.
- h. “Electronic Communication“ means any and all communications, agreements, documents, notices, and disclosures that we provide to you electronically.
- i. “Electronic Fund Transfer“ means any transfer of funds, other than a transaction originated by check, draft, or similar paper instrument, that is initiated through an electronic device or computer to instruct us to debit or credit an account. Electronic Fund Transfers include such electronic transactions as direct deposits or withdrawals of funds, transfers initiated via telephone, website, or mobile application.
- j. “Eligible Bank Account“ means a U.S. issued bank account.
- k. “Eligible Credit Account“ means an Eligible Bank Account or a Valid Debit Card.
- l. “Identity Verification“ means verifying your Account or your identity by providing at least 2 of the following: (i) verifying your bank account, (ii) providing your first name, last name, email address, address, state of residence, social security number, or (iii) providing a government ID with your recent photograph.
- m. “Linked Account“ means an Eligible Credit Account that you maintain at a bank or other financial institution and that is linked to your Metal Pay Service Account.
- n. “Metal Pay Service“ means the Metal Pay™ website and App that allows you to send and receive money from friends and family, send money to merchants, and buy and sell Digital Assets.
- o. “Metal Pay Service Account“ means your Account for the Metal Pay Service.
- p. “Metal Parties“ means 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, is controlled by us, or is under common control with us.
- q. “MTL“ means our Metal Digital Asset tokens.
- r. “OFAC Prohibited Territory“ means all countries and jurisdictions on the OFAC Sanctions List, available at https://sanctionssearch.ofac.treas.gov/.
- s. “Preauthorized Electronic Fund Transfer“ means an Electronic Fund Transfer that you have authorized in advance to recur at intervals of 60 days or less; for example, direct deposits into or withdrawal of funds out of your Metal Pay Service Account.
- t. “Prohibited Territory“ means any state, territory, or country that is not one of the Allowed Territories.
- u. “Restricted Activities“ has the meaning given in Section 13 (Restricted Activities and Consequences) of these Terms.
- v. “Services“ means the Metal Pay Service and any other products and services we provide to you.
- w. “Valid Credit Card“ means a credit card issued by an eligible bank or financial institution bearing the Visa Inc., MasterCard International Inc., or DFS Services, LLC logo.
- x. “Valid Debit Card“ means a debit card issued by an eligible bank or financial institution bearing the Visa Inc., MasterCard International Inc., or DFS Services, LLC logo.
- y. “Proton Wallet“ means the Proton digital wallet services for Digital Assets offered by third parties, which service is governed by the Proton Terms and Conditions.
4. Metal Pay Services.
- a. The Metal Pay Service allows you to:
- i. send, receive, or request money from friends and family;
- ii. make payments to friends, family, and merchants using your credit card, debit card, bank account, or other payment options; and
- iii. accept credit card, debit card, bank account, and other payment methods from other friends or family members.
- b. Geographic Restrictions. The Metal Pay Services are not intended for use in the Prohibited Territories. This means that to use the Metal Pay Services, you must reside in one of the Allowed Territories and use the Metal Pay Services only while located in one of the Allowed Territories.
- c. Personal Use Only. The Metal Pay Services are only intended for use with friends and family or to purchase goods or services from merchants for personal use. You are not allowed to create a Metal Pay Service Account if you are a business, and you cannot use your Metal Pay Service Account for business activities, including without limitation, retail transactions to sell goods or services. You may not use your Metal Pay Service Account on behalf of legal entities.
- d. Suspension of Services. We may suspend or terminate your Account or your access to the Services indefinitely, for any fraudulent, abusive, or suspicious behavior or transaction.
- e. One Account Per Person. By registering for a Metal Pay Service Account, you can use the Metal Pay Service. Each person is allowed only one Metal Pay Service Account.
- f. Digital Assets Risks. You can change your risk preference at any time, although it may take us up to 3 business days to adjust accordingly the purchase of Digital Assets. DIGITAL ASSETS ARE NOT FDIC-INSURED OR OTHERWISE GUARANTEED OR BACKED BY ANY GOVERNMENT AGENCY AND PURCHASING THEM INVOLVES RISK BECAUSE THEY MAY LOSE VALUE. Please consider your objectives before registering for the Metal Pay Service. We do not guarantee any outcome and any projections are hypothetical in nature. Past performance is not a guarantee of future results. You are solely responsible for evaluating the risk associated with use of the Metal Pay Service. For specific information regarding the sale and purchase of Digital Assets please see our Disclosures Regarding Digital Assets policy in Section 39 (Disclosures Regarding Digital Assets) below. As with any asset, the value of Digital Assets can go up or down and there can be a substantial risk that you lose money buying, selling, holding, or investing in Digital Assets. You should carefully consider whether trading or holding Digital Assets is suitable for you considering your financial condition. Metal is not registered with the U.S. Securities and Exchange Commission and does not offer securities services in the United States or to U.S. persons.
- g. Metal Pay Link or Unlink a Payment Method. You can link or unlink a Linked Account to your Metal Pay Service Account to fund payments made through the Metal Pay Services. You will keep your Linked Account information current. If your Linked Account 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 Linked Account information, you may contact your issuer to request this or remove your payment method from your Metal Pay Service Account. Metal reserves the right to limit which banks or what types of accounts constitute Linked Accounts. If you choose to link your Linked Account to your Metal Pay Service Account 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. (“Plaid”) and agree to the terms of service found at https://plaid.com/legal/.
h. Custody, Control and Access to Financial Information. We do not have or retain direct custody or control over funds or virtual currency in your Metal Pay Service Account, nor do we directly exchange or transmit funds or virtual currency or other Digital Assets to or from your Metal Pay Service Account. Banking services for cash, including without limitation, holding, exchanging, and transferring funds to and from your Metal Pay Service Account are provided by Evolve Bank & Trust (“Partner Bank”) through our agreement with Synapse Financial Technologies, Inc. (“Synapse FI”). Synapse FI acts as an agent for Partner Bank. Partner Bank has established a custodial account for the benefit of our customers for which Synapse FI maintains a sub-account ledger for each customer (“Custodial Account”). Partner 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 Partner 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 and https://synapsefi.com/evolve-privacy. 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 by our Partner Bank up to applicable statutory limits (currently $250,000) for each deposit account maintained in the same right and capacity. Further details available at https://synapsefi.com/tos. If you maintain a deposit account at Partner Bank outside of the Metal Pay Service in the same right and capacity as your Metal Pay Service DDA, however, that deposit account will be added to your DDA in computing the amount of FDIC insurance to which your accounts are entitled. To report complaints regarding Partner Bank or with the services provided by Synapse FI, email firstname.lastname@example.org. We do not directly hold, exchange, or transmit Digital Assets. All Digital Assets in your Metal Pay Service Account are held and exchanged and transferred to and from your Metal Pay Service Account and are under the custody of the Digital Asset Custodian. All services provided by the Digital Asset Custodian are subject to the applicable account agreement, their terms of service, privacy policies, and other applicable agreements and disclosures. To provide the Metal Pay Services, you must give us access to your credit card and debit card transaction information, including, without limitation, the amounts of each transaction and the payee for each transaction, just as that information is available on your credit card or debit card statement.
- i. Adding Money to Your Metal Pay Service Account. You may transfer money to your Metal Pay Service Account by requesting an Electronic Fund Transfer from your Linked Account.
- j. Withdrawing Money from Your Metal Pay Service Account. If you have a money balance in your metal pay service account, you may withdraw it by transferring it to a linked account. Our fees for transferring money to your linked account are set forth in the Digital Asset deposit and withdrawal fee guide and the cash deposit and withdrawal fee guide. We may delay a withdrawal in certain situations, including without limitation, if we need to confirm that the withdrawal has been authorized by you or if other payments to your metal pay service 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 service account. Additionally, if we place a limitation on your metal pay service account while a withdrawal from your metal pay service 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 metal pay service account.
- k. Sending Money or Digital Assets.
- i. You can send money or Digital Assets to a friend, family member, or merchants who are on the Metal Pay Service, using the send money feature in your Metal Pay Service Account (sometimes called “personal payments” or “P2P payments”). You may not use your Metal Pay Service Account if you are a legal entity or on behalf of a legal entity. You cannot use your Metal Pay Service Account for business activities, including without limitation, retail transactions to sell goods or services, but you may use your Metal Pay Service Account to buy goods or services for your personal use. Further, you are prohibited from using your Metal Pay Service Account for P2P payments to pay persons who are unknown to you. You can send money or Digital Assets to a friend or family member that has an account with us at the time you send them money or Digital Assets, using their email address or mobile number, in any currency that Metal supports, and you can choose which payment method you want to use. Receiving money or Digital Assets from a friend or family member is described under Section 4 (l) (Receiving Money or Digital Assets). We may, at our discretion, impose limits on the amount of money or Digital Assets you can send, including, without limitation, money you send for purchases. You can view your sending limit, if any, by logging into your Metal Pay Service Account. When you send money or Digital Assets to a friend, family member, or merchant, the payment is automatically credited to the recipient’s account.
- ii. 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 Linked Account to your designated Recipient. By submitting a Payment Instruction, you are also authorizing us to move funds to your Linked Account for P2P Payments that are canceled or otherwise returned.
- iii. We have no liability to you or anyone claiming on your behalf, if we are unable to complete any transaction because of: (a) insufficient funds in your Linked Account; (b) malfunction of the Metal Pay 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; (c) inaccurate or insufficient Payment Instructions; or (d) failure of the Recipient to claim the P2P Payment.
- iv. Additional identification information will be required to send any one cash fiat transaction or in multiple cash fiat transactions over any 7-day period or to receive more than $1,000 in any 30-day period. Senders may not send more than $3,000 in any one transaction or in multiple transactions over any 7-day period, subject to some restrictions set forth in the Metal Pay Account limits guide. We may adjust these limits at any time in our discretion.
- v. A service fee may be charged for sending funds via an Eligible Bank Account using the Metal Pay Service. The fee for P2P Payments 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 send money feature of the Metal Pay Service at any time. 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. The fees applicable to sending money or Digital Assets will be disclosed to you in advance each time you initiate a transaction to send money or Digital Assets using the Metal Pay Service. If you convert money or Digital Assets in your Metal Pay Service Account from one currency or type of Digital Asset to another before sending money or Digital Assets, you will also pay a currency or Digital Asset conversion fee for that conversion that we will calculate and apply using the most current market rate. 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. 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. Metal does not encourage the purchase of Digital Assets with a credit card.
- vi. Fee by Payment method.
- 1. Depending on where you live, if you send money using funds from your Metal Pay Service Account or an Eligible Bank Account, we may waive the fees for such transaction.
- 2. Depending on where you live, if you send money using funds from your Eligible Credit Account, we may not charge you any transaction fees for a limited period, but we may charge you a fixed fee for conversion of currency if applicable.
- vii. 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. 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. We assume no responsibility or liability, however, for any losses or damages if we are unable to reverse, adjust, reclaim or otherwise remediate any such P2P Payment.
- viii. Digital Assets Tiered Accounts and Transaction Limits. There may be transaction limits depending on the type of Account you have. Such limits for the Metal Pay Service are set forth on the Metal Pay Service Account limits guide. The Metal Pay Service also offers a fee reduction for buying and selling Digital Assets in proportion to their in-App MTL token balance. Please refer to the Metal Pay Service fee discounts guide for all tiers and discount amounts.
- l. Receiving Money or Digital Assets. If a friend or family member sends money or Digital Assets to you, the money or Digital Assets will appear in your Metal Pay Service Account. If someone you do not recognize sends you money or Digital Assets, please contact us at email@example.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 Service Account.
- m. Payment review. If Metal identifies a potentially high-risk transaction, we may review the transaction more closely before allowing it to proceed. When this happens, Metal 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. We assume no responsibility or liability for any losses or damages that result from our holding or cancelling any transactions, which we may do in our sole and absolute discretion.
- n. 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 authorize us to move funds from the applicable Linked Account in an amount equal to the P2P Payment. 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 the funds.
- o. Risk of Fraudulent Transactions. The Metal Pay Service is a money transmission service. It is your responsibility to assure that funds you send to anyone else are sent to persons you know and whose integrity you trust. Funds that you send through the Metal Pay Service that are lost in a fraudulent transaction may not be recoverable and may result in your loss of funds with no recourse. Metal Pay disclaims any responsibility or liability for the proper execution of any Payment Instruction that you give us, including if someone tricks you to send an instruction and you follow the instruction, even if the payment results in a loss to you.
- p. Metal Pay Account Balance.
- i. Functionality. Your balance consists of the funds you have in your Metal Pay Service Account that are available for new transactions and are not subject to pending transactions (your “Metal Pay Service Account Balance”). You are solely responsible for assuring that your Metal Pay Service Account contains sufficient funds necessary to complete any payments you initiate through the Metal Pay Service and, subject to subsection v. below, we have no obligation to initiate or complete any payments you request if there are not sufficient funds in your Metal Pay Service Account or otherwise available to complete the transaction. You agree to reimburse Metal for any fees, costs, or expenses we incur because of insufficient or unavailable funds in your Metal Pay Account in connection with any payment you initiate through the Metal Pay Service.
- ii. Authorization. By instructing us through the Metal Pay Service to add funds from a Linked Account to your Metal Pay Service Account Balance or make any other transfer, you authorize us to debit such Linked Account for the amount instructed, either in a single or recurring transaction, as applicable.
- iii. Limitations. Metal may impose limits on the amount you can keep in your Metal Pay Service Account Balance and reserves the right to change these limits at any time.
- iv. Funding Your Metal Pay Service Account Balance. Funding Sources from Linked Accounts include:
When you initiate a payment through the Metal Pay Service, if your Metal Pay Service Account Balance is sufficient to satisfy the full payment amount, you can choose whether you want the payment fulfilled by your Metal Pay Service Account Balance or a Linked Account. If you do not have sufficient funds in your Metal Pay Service Account Balance to cover the full transaction you may choose the funding source from one or more of your Linked Accounts.
- Eligible Bank Account. You may use funds from your Eligible Bank Account to fund your Metal Pay Balance.
- Debit. You may link a debit account to fund your Metal Pay Service Account Balance. To do so, you must have a Valid Debit Card.
- P2P Payments Received Through the Metal Pay Service. You can keep funds received from P2P Payments made to you through the Metal Pay Service in your Metal Pay Service Account Balance.
- q. Transferring Funds to Your Bank Account Using the Cash Out Function.
- i. Transfers to Your Bank Account. You may electronically transfer funds from your Metal Pay Service Account Balance to an Eligible Bank Account using the Cash Out feature of the Metal Pay Service. By selecting an Eligible Bank Account as your deposit destination, you are requesting that we settle an electronic transfer to your bank account. Metal 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 once we have initiated it. Such transfer to your Eligible Bank Account via ACH will typically arrive and settle within 1 to 5 business days.
- ii. Instant or Direct Deposit. If such feature is available to you, you may transfer funds from your Metal Pay Service Account Balance to your Eligible Bank Account instantly via the Metal instant deposit feature. However, standard transfers from your Metal Pay Service Account to your Eligible Bank Account are always free and for a limited time transfers from your Metal Pay Service Account to your Valid Debit Card will be free as well.
- iii. Limitations. Metal may limit how many transfers you can initiate from your Metal Pay Service Account to your Eligible Credit 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, and we assume no responsibility or liability for any such delays or limitations. You may not transfer funds from your Metal Pay Service Account Balance to your Eligible Credit Account or Eligible Bank Account to evade a payment investigation. If you attempt to transfer your Metal Pay Service Account Balance while we are investigating, we may hold your funds at our discretion to protect Metal 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.
- r. Treatment of Funds. Funds in your Metal Pay Service Account Balance will be segregated from Metal’s corporate funds. Metal will not use your funds for any corporate purposes, nor will your funds be available to Metal’s creditors.
5. Electronic Fund Transfers.
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. In addition to the foregoing, all electronic fund transfers are governed by, and subject to, the rules and regulations of NACHA.
- a. Unauthorized Transfers. Tell us at once if you believe your Account or PIN or Access Information (as defined below) is lost or stolen, or if an Electronic Fund Transfer has been made without your permission or consent. To tell us, message us immediately at firstname.lastname@example.org to keep your possible losses to a minimum. You could lose all the money in your Account(s). If you tell us within 2 Business Days after learning of the loss or theft of your Account, PIN, or Access Information, or after learning of any other unauthorized transfers from your Account, you can lose no more than $50 if Electronic Fund Transfers are made without your permission. If you DO NOT tell us within 2 Business Days after learning of the loss, theft, or unauthorized use, and we can establish that we could have prevented the unauthorized transfer(s) if you had told us in time, you could lose as much as $500. Also, if your periodic Account Statement shows unauthorized transfers and you DO NOT tell us within 60 days after the statement was delivered to you, you may not get back any money you lose after the 60-day period if we can prove that we could have prevented the unauthorized transfer(s) if you had told us in time. If an extenuating circumstance (such as extended travel or hospitalization) prevents you from promptly notifying us of a suspected loss or theft of your Account, PIN, or Access Information or of any other suspected unauthorized transfer(s), the time periods specified in this Section 5 (a) (Unauthorized Transfers) may be extended for a reasonable period at our discretion. For purposes of these disclosures, our business days are Monday through Friday, excluding holidays.
- b. Periodic Statements. Your periodic Account Statements will contain information on your Electronic Fund Transfers for the relevant period. These statements are provided to you without charge and are available for you to view in your Metal Pay Service Account.
- c. Preauthorized Electronic Fund Transfers. You must authorize a Preauthorized Electronic Fund Transfer to or from your Metal Pay Service Account. See How do I turn on/off Recurring Buys? for further details. A record of your transfer authorization can be found in your Metal Pay Service Account. If you choose to authorize Preauthorized Fund Transfers to your Metal Pay Service Account, we will provide you with confirmation via email only when the transfer is set up and when the trade is completed or fails. If we receive funds into your Metal Pay Service Account from another financial institution that has initiated a Preauthorized Electronic Fund Transfer, we will credit the amount of the transfer as of the date the transfer funds are received.
- d. Stop Payments. YYou may stop payment of a Preauthorized Electronic Fund Transfer from your Metal Pay Service Account by notifying us at email@example.com at least 3 Business Days before the scheduled date of the transfer. We may require you, in our discretion, to give us written confirmation of a stop payment order within 14 days of a written notification, by contacting us at firstname.lastname@example.org. If you do not provide us with written confirmation within 14 business days, your stop payment order will no longer be binding on us, and we will incur no liability if we honor the transfer request that is the subject of the stop payment order.
- e. Our Liability for Certain Electronic Fund Transfer Errors. If we do not complete a transfer to or from your Metal Pay Service Account on time or in the correct amount according to these Terms, we will be liable for your losses or damages (subject to Section 1 (Limitation of Liability) above). However, we will not be liable: (a) if, through no fault of ours, you do not have enough money in your Metal Pay Service Account to make the transfer; (b) if circumstances beyond our control (such as fire or flood, or hardware or software failures not caused by us) prevent the transfer, despite reasonable precautions that we have taken; or (c) as otherwise stated in these Terms.
6. Fees for Services.
The Metal Pay Services may be offered without charge, or may be offered on a fee for services basis, including without limitation, 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 close your Metal Pay Service Account 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.
7. Disclosure of Personally Identifiable Information.
- a. Registration. Use of any of our Services requires you to create an Account. Your Account Information must be true, complete, and accurate, as prompted by the registration form. In addition, you agree to update your Account as necessary to keep it current, true, complete, and accurate. To register, open and use an Account, Metal may require that you submit certain Account Information.
- b. Account Information. You represent and warrant that (i) you own the email or mobile phone number you register with; and (ii) all information entered or collected in the course of creating your Account, and any information you subsequently add or update from your settings, including without limitation, bank account information, your first name, last name, email address, phone number, street address, state of residence, social security number, or government ID (“Account Information”), is true and accurate.
- c. Authentication. The first time you access your Account using a new device we may require you to authenticate your Account through two-factor authentication or similar means, or by requesting additional information. If your Account cannot be verified, you may be required to set up a new Account. You acknowledge and agree that your provision of your mobile telephone number creating or updating your Account Information constitutes acceptance to receive text messages for purposes of two-factor authentication.
- d. Validation. You hereby authorize Metal, 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 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, mobile phone number 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. We may terminate your Account immediately if you provide, or we suspect you provided, inaccurate or false information or you refuse to provide information about your identity.
- e. Account Security. You are responsible for maintaining adequate security and control of all IDs, passwords, personal identification numbers, devices used by you for purposes of two-factor authentication, or any other codes that you use to access your Accounts, and you are solely responsible for the activities of anyone accessing any of your Accounts using your password, even if you did not authorize the activities. In addition, if you know or suspect your password has been compromised, you must promptly change your password. You may not use the password or ID of any other person to access any Service without that person’s express permission.
- f. Required Notification for Unauthorized Use. If you know or suspect there has been an unauthorized use of or compromise of your Account or password, you must notify us immediately. Even if you give us notice, you could be held liable for losses incurred by us or somebody else due to another person using your Account or password. You can contact us at email@example.com.
- g. Number of Accounts. You are only allowed to have one Account in your own right and capacity for each Service.
- h. Aliases. You may select a personalized unique alpha-numeric name to identify yourself on the Metal Pay Service (a“Cash handle” or “Alias”). You must accurately and truthfully represent your business or personal identity that you may share with others to use the Metal Pay Service. You may not select an Alias that misleads or deceives others as to your identity or creates an undue risk of chargebacks or mistaken payments. We may require you to change your Cash handle, Alias, or details of your Account information in our sole discretion, and we may reclaim or make unavailable certain Cash handles or Aliases without liability to you.
- i. Closing Your Metal Pay Service Account.
- i. How You Can Close Your Metal Pay Service Account. You may close your Metal Pay Service Account by discontinuing use of the Metal Pay Service and contacting firstname.lastname@example.org to close your Metal Pay Service Account.
- ii. How We Can Close Your Account. We may close your Account or indefinitely ban you from accessing the Services at any time, with or without notice for any reason. All determinations of termination for cause will be made in our sole discretion and we will not be liable to you or any third-party for suspension or deletion of Account or your inability to access the Services. Termination of your Account for cause may include, without limitation, the following:
- 1. Breaches or violations of these Terms or any of our policies, including engaging in any Restricted Activities;
- 2. Requests by law enforcement or other government agencies;
- 3. Unexpected technical or security issues or problems; or
- 4. You do not perform a transaction in your Account for 2 years or more.
- iii. When You Are Not Allowed to Close Your Account. In certain cases, you may not close your Account, including without limitation:
- 1. To evade an investigation by us or any governmental authority;
- 2. If you have a pending transaction or an open dispute or claim; or
- 3. If your Account is subject to a hold, limitation, or reserve.
- iv. What Happens When Your Metal Pay Service Account Is Closed. When you close your Metal Pay Service Account, we will cancel any scheduled or incomplete transactions. You must withdraw any balance from your Metal Pay Service Account prior to closing it. You will remain liable for all obligations related to your Metal Pay Service Account even after the Account is closed. If we close your Metal Pay Service Account or terminate your use of any of the Metal Pay Service for any reason, we will provide you with reasonable notice of our actions and subject to our rights under these Terms, make any unrestricted funds held in your Metal Pay Service Account available for withdrawal or return those funds to your Linked Account. In some cases, we may be required by law, court order, subpoena or other legal process or action to hold the funds or disperse them in another manner. If your Metal Pay Service Account is terminated for any reason, any transaction credit accumulated for you will be cancelled.
- v. Dormant Accounts. If you do not perform a transaction in your Account for 18 months, unless otherwise stipulated by state law, Metal reserves the right to charge monthly dormancy fees to cover the costs of safe custody of assets. If you do not perform a transaction in your Accounts with us for 2 or more years, Metal may close your Account and send the balance to your bank account, primary address or, if required by applicable law, escheat (send) your balance to the state unclaimed property administrator of your state of residency.
9. Account Statements and Account Records.
You have the right to receive an Account Statement. You may view your Account Statement by logging into your Account. We will not charge you for records requested in connection with the following:
- a. You make a good-faith assertion of an error in your Account;
- b. You request receipt of periodic Account Statements that we are required to provide to you;
- c. You request additional information or clarification concerning a transfer to or from your Account, including without limitation, a request you make to determine whether an error has occurred; or
- d. You inquire about the status of a pending transfer to or from your Account.
10. Taxes and Information Reporting.
- a. 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 Digital Assets trades, or to your transactions on the Metal Pay Service. It is solely your responsibility to assess, collect, report, and remit the correct Taxes to the appropriate authority. You agree that Metal is not responsible for determining whether any Taxes apply to your transactions, or for calculating, collecting, reporting, or remitting any Taxes on your behalf or for any transaction.
- b. You will indemnify us and all our affiliates and hold us and all our affiliates harmless for 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, without limitation, any interest and penalties), resulting directly or indirectly from any of your transactions through the Services. We may at our sole discretion, withhold from 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 and we may file reports with relevant tax authorities. You will promptly provide to us upon request all information regarding Taxes, including without limitation, an applicable IRS Form W-8 or W-9, as we determine in our sole discretion are necessary for us to determine our tax reporting and withholding obligations. We have the right to disclose any such information provided by you to us to a Tax authority or other regulatory authority, governmental authority, or judicial body, that has a reasonable claim of jurisdiction. If we fail to withhold any Taxes required to be so withheld by applicable law or regulation, you will indemnify us and all 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).
11. Payment Review.
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:
- a. Delayed, blocked, or cancelled transfers;
- b. Funds being held by Metal;
- c. Account suspension or termination;
- d. Funds being seized to comply with a court order, warrant or other legal process;
- e. Funds you previously received being reversed (i.e., sent back to the sender’s Metal Pay Service Account or to the bank account that was used to fund the payment); and/or
- f. Our making reports to federal, state, or local governmental or law enforcement agencies of information discovered during our reviews.
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 Metal Pay Service Account, whether your Metal Pay Service 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 Metal Pay Service Account and your access to funds in it until Identity Verification is completed. We will not be responsible or liable for any losses incurred by you that may result from any payment reviews or actions that we may take because of a payment review.
12. Third-Party Payment Terms.
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 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 will not be responsible or liable in any manner 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 will 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.
13. Restricted Activities and Consequences.
- a. Restricted Activities. In connection with your use of our Services, or during your interactions with us, other customers of ours, or third parties, you will not engage in any of the following“Restricted Activities”.
- i. Breach these Terms, including, without limitation, our Acceptable Use Policy and any other agreement between you and Metal, or violate any Metal policy.
- ii. Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination, or false advertising).
- iii. Infringe Metal’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy.
- iv. Act in a manner that is defamatory, trade libelous, threatening, or harassing.
- v. Provide false, inaccurate, or misleading information.
- vi. Send or receive what we reasonably believe to be potentially fraudulent funds.
- vii. Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us.
- viii. Attempt to benefit from a dispute by receiving or attempting to receive funds from both Metal and a financial institution for the same transaction.
- ix. Control an Account that is linked to another Account that has engaged in any of these Restricted Activities.
- x. Use the Service in any of the following ways:
- 1. in a manner that results in or may result in fees, fines, penalties or other liability or losses to us, our other customers, third parties or you;
- 2. use any Account or the Services in a manner that Metal, NACHA, the debit and credit card networks or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules;
- 3. allow your Metal Pay Service Account to have a negative balance.
- 4. access the Service from, or transfer funds to or from, any Prohibited Territories;
- 5. take any action that imposes an unreasonable or disproportionately large load on our infrastructure; facilitate any viruses, trojan horses, malware, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere with our Services;
- 6. take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers;
- 7. circumvent any Metal policy or determinations about your Account such as temporary or indefinite suspensions or other Account holds, limitations or restrictions, including, but not limited to, engaging in the following actions: attempting to create a new or additional Account when an Account has a negative balance or has been restricted, suspended or otherwise limited; creating new or additional Accounts using information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Account with us;
- 8. harass and/or threaten our employees, agents, or other users;
- 9. create multiple Accounts;
- 10. send money without sufficient funding in a Metal Pay Service Account;
- 11. in a manner that is not for its intended purpose;
- 12. in any way that triggers an investigation or inquiry by a governmental or regulatory agency or authority; or
- 13. with the intent or effect of engaging in deceptive or manipulative conduct, including manipulating one or more financial markets.
- b. Actions We May Take if You Engage in Any Restricted Activities. If we believe that you have engaged in any of the Restricted Activities, we may take several 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 will reimburse Metal, any Metal user, or a third party for all such losses, claims or other liabilities.
- i. terminate these Terms and/or close or suspend any Account with us, immediately and without any penalty to us, and we may refuse to provide the Service to you in the future;
- ii. limit your access to our websites, your Account or the Services, including limiting your ability to pay or send money with any of the payment methods linked to your Metal Pay Service Account or restricting your ability to send money or make withdrawals;
- iii. hold your balance for up to 180 days, or longer as required by applicable laws and regulations, if reasonably needed to protect against the risk of liability or if you have engaged in Restricted Activities or violated our Acceptable Use Policy;
- iv. update inaccurate information you provided us;
- v. take legal action against you pursuant to these Terms;
- vi. If you have engaged in Restricted Activities or violated our Acceptable Use Policy, then you are also responsible for damages to Metal or any third party caused by your actions; and
- vii. report the Restricted Activities to federal, state, or local governmental or law enforcement agencies.
14. Holds and Limitations.
- a. Holds Based on Metal’s Risk Decisions. We may place a hold on payments sent to your Metal Pay Service Account with or without notice to you, if, in our sole discretion, we believe that (i) there may be a high level of risk associated with you, your Metal Pay Service Account, or your transactions; (ii) placing such a hold is necessary to comply with state or federal regulatory requirements; or (iii) for purposes of us conducting or assisting in an investigation. We make decisions about whether to place a payment hold based on several factors, including, without limitation, 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 Metal Pay Service 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 Metal Pay Service 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.
- b. Limitationss. We may impose limitations that prevent you from completing certain actions with your Metal Pay Service 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. These limitations also help us collect information necessary for keeping your Metal Pay Service Account with us open. There are several reasons why your Metal Pay Service Account could be limited, including, without limitation:
- i. we suspect someone could be using your Metal Pay Service Account without your knowledge, in which case we will limit it for your protection and investigate the fraudulent activity;
- ii. to comply with regulatory requirements, for example, those designed to prevent money laundering and other financial crimes;
- iii. due to policies we have in place to ensure we follow applicable law;
- iv. if we reasonably believe you have engaged in Restricted Activities or violated our Acceptable Use Policy.
- c. Removing Limitations. To remove the limitation and restore your Metal Pay Service Account, you will need to resolve any issues with the Metal Pay Service 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 that we follow applicable law). If you find that your Metal Pay Service Account has been limited, you should either review the Electronic Communication you receive from us informing you that your Metal Pay Service Account is limited or log in to your Metal Pay Service Account for additional details about the limitation on your Account. You can also contact us at email@example.com to discuss any limitations on your Account.
15. Court Orders, Regulatory Requirements, or Other Legal Process.
If we are notified of a court order or other legal process (including, without limitation, garnishment or any equivalent process) affecting you, or if we otherwise believe we are required to do so to comply with applicable law or regulatory requirements, we may be required to take certain actions, including, without limitation, holding payments to/from your Metal Pay Service Account with us, placing a limitation on your Metal Pay Service 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 determine the validity of or otherwise contest or appeal any court order or legal process involving you or your Metal Pay Service Account. When we implement a hold or limitation because of a court order, applicable law, regulatory requirement or other legal process, the hold or limitation may remain in place longer than 180 days.
16. Unauthorized Transactions.
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.
- a. What is an Unauthorized Transaction. An “Unauthorized Transaction” occurs when money or Digital Assets are sent from your Metal Pay Service 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 Metal Pay Service Account, and sends a payment from your Metal Pay Service Account, an Unauthorized Transaction has occurred.
- b. What is Not Considered an Unauthorized Transaction. The following are NOT considered Unauthorized Transactions:
- i. If you give someone access to your Metal Pay Service Account with us (by giving them your login information) and they use your Metal Pay Service Account without your knowledge or permission. You are responsible for transactions made in this situation.
- ii. Invalidation and reversal of a payment because of a refund, reversal, chargeback, or error resolution.
- c. Reporting an Unauthorized Transaction. 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 Metal Pay Service Account. If you believe your login information has been lost or stolen, immediately contact us at: firstname.lastname@example.org if related to a Metal Pay Service Account. Please let us know if you believe there is an Unauthorized Transaction on your Metal Pay Service Account. Subject to the terms of these Terms, we will protect you from Unauthorized Transactions in your Metal Pay Service 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 in Section 16.d (Error Resolution) below.
- d. Error Resolution.
- i. What is an Error? An “Error” means the following:
- 1. when we incorrectly take or place money or Digital Assets from or in your Metal Pay Service Account;
- 2. you send a payment and we debit the incorrect amount from your Metal Pay Service Account;
- 3. you withdraw Digital Asset keys from your Account and we incorrectly document the transaction in your Metal Pay Service Account;
- 4. we credit an incorrect amount to your Metal Pay Service Account;
- 5. we incorrectly calculate Transaction Credits in your Metal Pay Service Account;
- 6. A transaction is missing from, or we do not properly identify it in your Account Statement;
- 7. We make a computational or mathematical error related to your Metal Pay Service Account; or
- 8. You request documentation that is required regarding a Preauthorized Electronic Fund Transfer or periodic statement, or for additional information or clarification concerning an Electronic Fund Transfer, including a request you make to determine whether an error exists.
- ii. In Case of Errors or Questions About Your Electronic Fund Transfers
- 1. contact us at: email@example.com to notify us of any Errors in your Metal Pay Service Account or for questions relating to your Metal Pay Service Account.
- 2. 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.
- 3. Tell us your name and Metal Pay Service Account number.
- 4. Describe the Error or the transfer you are unsure about and explain as clearly as you can why you believe it is an error or why you need more information.
- 5. Tell us the dollar amount or Digital Asset amount of the suspected error. 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.
- 6. 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.
- 7. 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:
- provisionally credit your Metal Pay Service Account in the amount of the alleged Error (including without limitation interest where applicable) within 10 Business Days of receiving the Error notice. We do not need to provisionally credit your Metal Pay Service Account if we do not receive written confirmation within 10 business days.;
- 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;
- correct the Error, if any, within 1 Business Day after determining that an Error occurred; and
- 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).
- 8. Extension of time periods. The time periods described above may be extended as follows:
- Extension of 10-Day Time Period. The time limit for resolution is extended to 20 Business Days in place of 10 Business Days if the notice of Error involves an Electronic Fund Transfer to or from the Metal Pay Service Account within 30 days after the first deposit to the Metal Pay Service Account was made; or
- Extension of 45-Day Time Period. The time limit for resolution is extended to 90 days in place of 45 days for completing a more extended investigation, if a notice of Error involves an Electronic Fund Transfer that occurred within 30 days after the first deposit to the Metal Pay Service Account was made.
- For Errors involving new Metal Pay Service Accounts, or foreign-initiated transactions, we may take up to 90 days to investigate your complaint or question. For new Metal Pay Service Accounts, we may take up to 20 business days to credit your Metal Pay Service 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.
- iii. Processing Errors.
- 1. We will rectify any processing Error that we discover. If the Error results in:
- Your receiving less than the correct amount to which you were entitled, then we will credit your Metal Pay Service Account for the difference between what you should have received and what you actually received;
- Your receiving more than the correct amount to which you were entitled, then we will debit your Metal Pay Service Account for the difference between what you received and what you should have received.
- 2. We will not rectify Errors if:
- Through no fault of ours, you did not have enough available funds or Digital Assets to complete the transaction;
- Our system was not working properly, and you knew about the malfunction when you started the transaction; or
- The Error was due to extraordinary circumstances outside our control (such as fire, flood, or loss of Internet connection), despite our reasonable precautions.
- 3. Processing Errors are not:
- Delays that result from Metal applying holds or limitations;
- Delays based on a payment review; or
- Your errors in making a transaction (for example, mistyping an amount of money that you are sending).
17. Communications Between You and Us.
We may communicate with you about your Account and the Services as described in Section 18 (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.
- a. Text Messages. By providing us with a mobile number, you authorize and submit signed consent to receiving recurring telemarketing, informational, or transactional text (SMS) messages or calls from us or our affiliates using an automatic telephone dialing system to the telephone number associated with your Account or any future telephone number provided by you to us. Consent is not a condition of purchasing property, goods or services from us or our affiliates. 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 your Account and that such text messages are sent on behalf of you by us. Standard text messaging rates may apply based on your plan with your mobile carrier.
- b. Phone Calls. If you provide us your mobile phone number, you agree that, in addition to the purposes identified in Section 17 (a) (above), we may contact you at that number to: (i) service your Account with us, (ii) investigate or prevent fraud, or (iii) collect fees due or claw back funds fraudulently obtained hereunder.
- c. Sharing. We may share your mobile phone number with service providers with whom we contract to assist us with the activities listed above. Subject to Section 7 (Disclosures of Personally Identifiable Information), 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.
- d. Monitoring and Recording. 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. 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 telephone calls will be retained or retrievable.
18. Electronic Communications.
By agreeing to these terms and opening an Account, you represent that you can receive and retain, and consent to receive, electronically all Electronic 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, without limitation:
- agreements and policies to which you agree (e.g., our Terms and Additional Agreements), including without limitation updates to these agreements or policies;
- annual disclosures;
- transaction receipts or confirmations;
- Account statements and history;
- Tax statements we are required to make available to you; and
- any other Account, or transaction information.
We will provide these Electronic 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.
- a. Hardware and Software Requirements for Electronic Communications. 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 can receive, open, and print or download a copy of any Electronic Communications for your records. You may print or save a copy of these Electronic Communications for your records as they may not be accessible online later.
- a computer with an Internet connection;
- a current web browser that includes 128-bit encryption (e.g. Internet Explorer version 6.0 and above, Firefox version 2.0 and above, Chrome version 3.0 and above, or Safari 3.0 and above) with cookies enabled;
- Adobe Acrobat Reader version 8.0 and above to open documents in .pdf format;
- a valid email address (your primary email address on file with Metal);
- sufficient storage space to save past Electronic Communications or an installed printer to print them; and
- if you use a spam blocker, you must add firstname.lastname@example.org to your email address book or whitelist.
- b. How to Withdraw Your Consent for Receiving Electronic Communications. You may withdraw your consent to receive Electronic Communications electronically by contacting us via the "Contact" link on our websites. If you fail to provide or if you withdraw your consent to receive Electronic 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 your Account 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 8.(i) (Closing Your Account) of these Terms.
- c. Requesting Paper Copies of Electronic Communications. If, after you consent to receive Electronic Communications, you would like a paper copy of an Electronic Communication we previously sent you, you may request a copy within 180 days of the date we provided the Electronic Communication to you by contacting us as described above. We will send your paper copy to you by U.S. mail. 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 Electronic Communication. The records request fee will not be charged if you request a Form 1099-K in paper form.
- d. Updating Your Contact Information. It is your responsibility to keep your primary email address up to date so that Metal can communicate with you electronically. 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 Electronic 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 whichever service you use) to your email address book so that you will be able to receive the Electronic Communications we send to you. You can update your primary email address or street address for any 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.
19. Metal Acceptable Use Policy.
You are independently responsible for complying with all applicable laws in all your actions related to your use of the Services, regardless of the purpose of the use. You may not use the Services for activities that:
- a. violate any law, statute, ordinance or regulation;
- b. are fraudulent;
- c. relate to transactions involving (i) tobacco products, online pharmacies, narcotics, cannabis, steroids, certain controlled substances (including without limitation, cannabis or cannabis products), products that present a risk to consumer safety, (ii) drug paraphernalia, (iii) items that encourage, promote, facilitate or instruct others to engage in illegal activity, (iv) stolen goods including without limitation, digital and virtual goods, (v) the promotion of hate, violence, racial intolerance or the financial exploitation of a crime, (vi) items that infringe or violate any copyright, patent, trademark, trade secret, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction, including without limitation, transactions that involve counterfeit goods; (vii) prostitution (viii) ammunition, firearms, or certain firearm parts or accessories, or (ix) certain weapons or knives regulated under applicable law;
- d. relate to transactions that (i) show the personal information of third parties in violation of applicable law, (ii) support pyramid or Ponzi schemes, matrix programs, other "get rich quick" schemes or certain multi-level marketing programs, (iii) are associated with purchases of annuities or lottery contracts, lay-away systems, off-shore banking or transactions to finance or refinance debts funded by a credit card, (iv) are for the sale of certain items before the seller has control or possession of the item, (v) are by payment processors to collect payments on behalf of merchants, (vi) are associated with the sale of traveler's checks or money orders, (vii) involve certain credit repair, debt settlement services, credit transactions or insurance activities, (viii) involve offering or receiving payments for the purpose of bribery or corruption, (ix) involve outbound telemarketing;
- e. involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent;
- f. involve collecting donations as a non-verified 501(c)(3) charity or non-profit organization;
- g. constitute or include acting as a money-transmitter;
- h. constitute or include selling stocks, bonds, securities, options, futures (forex) or an investment interest in any entity or property, or providing escrow services;
- i. constitute or include gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino games, sports betting, horse or greyhound racing, fantasy sports, lottery tickets, other ventures that facilitate gambling, games of skill (whether legally defined as gambling) and sweepstakes; or
- j. involve pornography, obscene material or otherwise objectionable content or activities; or are defamatory, libelous, unlawfully threatening or unlawfully harassing.
20. Term and Termination.
- a. Term. 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 Metal Pay Service Account.
- b. Termination. 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 the Services, including but not limited to removing our Apps and other materials we provided to you from all 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. Any such content or information may be retained in caches or backups, and 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, including without limitation the Arbitration Agreement, will survive and will remain in full force and effect after termination, including, without limitation, sections pertaining to suspension or termination, Account cancellation, debts owed to Metal, general use of the Services, intellectual property rights, indemnity obligations, disputes with Metal, and general provisions.
21. Security Interest.
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 or under our control. Your failure to comply with these Terms in any material respect will constitute your default, entitling us to exercise the rights of a secured party under the Uniform Commercial Code of the State of Delaware.
22. No Overdraft Services; Set Off Rights.
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. Note that per Section 4(e) of these Terms, you are only allowed one Account. If 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.
23. Enforcement Costs.
If you fail to comply with any of these Terms in any materials respect or 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. a receiver is appointed for all or a substantial portion of your assets, or you make an assignment for the benefit of your creditors, we will be entitled to recover all reasonable costs or expenses (including without limitation, reasonable attorneys' fees and expenses) incurred in connection with the enforcement of these Terms to the extent permitted by law.
24. Assumption of Rights.
If Metal invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), 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.
25. Proton Wallet.
Our Services may provide you access to the Proton Wallet.
26. Indemnification and Release.
- a. Indemnification. You will defend, indemnify and hold the Metal Parties harmless from any claim or demand (including without limitation, 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 or alleged 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 without limitation, negligent or wrongful conduct).
- b. Release of Metal Parties. If you have a dispute with any other user of our Service, you release the Metal Parties from 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
27. Disclaimer of Warranty.
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 DIGITAL ASSET 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.
28. Intellectual Property.
The Services, including without limitation, our Apps, all 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 and/or third-party licensors, and are protected by copyrights, trademarks, and other intellectual property rights.
- a. License Grants, Generally. 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 will not 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 will not 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 will reproduce and copy all such notices and legends on all copies of any part of the Services that you can 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.
- b. License Grant from You to Metal; Intellectual Property Warranties. 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. 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 the rights of the content you provide, and you will 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.
- c. Use of Other Users’ Content. 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.
29. Assignment and Change of Control.
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. If Metal is acquired by or merged with a third-party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.
30. Linked Sites.
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.
31. Third Party Service Providers.
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 will 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. This agreement is between you and Metal, not with any Third-Party Service Providers. We are solely responsible for the Services and not for the services provided by any Third-Party Service Providers. Third Party Service Providers have no warranty obligations whatsoever with respect to the Services.
32. Computer Viruses.
We will not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses or other malicious code that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from Metal. Always log into your Account(s) exclusively through the Metal App or our website to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.
33. Consumer Fraud Warning.
We are always looking for ways to help keep you even more secure. So, stay on the lookout for some of these common scams:
- Spoofing: a scammer sends forged or faked electronic documents or emails falsely claiming to be Metal or coming from Metal but asks you to send money outside your Accounts with us.
- Relative in Need: a scammer impersonates a family member (commonly grandchildren) and claims there is an emergency requiring you to send money.
- Lottery or Prize: a scammer informs you that you’ve won a lottery or prize and must send money to claim it.
- Debt Collection: a scammer impersonates a debt collector and induces you to send money using threats or intimidation.
- Employment Related: a scammer instructs you to send money in connection with a fraudulent offer of employment.
Always use common sense when sending money or Digital Assets. If something sounds too good to be true, it probably is. Only send money or Digital Assets 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 email@example.com if pertaining to your Metal Pay Service Account.
34. Entire Agreement.
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.
35. Force Majeure.
We are not liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, significant market volatility, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, pandemic, epidemic, other catastrophe or any other occurrence which is beyond our reasonable control, provided such events will not affect the validity and enforceability of any remaining provisions.
36. Non-Waiver of Rights.
These Terms will not be construed to waive rights that cannot be waived under applicable state money transmission or other laws in the state where you are located. No failure on the part of any party to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder, or the written waiver thereof, preclude any other exercise of the same right or of any other right hereunder.
Nothing contained in these Terms shall be construed to require the commission of any act contrary to law, and if any provision of these terms is for any reason be held invalid, illegal, or unenforceable the same will not affect the validity of these Terms or of any other provision hereof and these Terms will be interpreted and construed as if such provision, to the extent invalid, illegal, or unenforceable, had not been contained herein.
38. Respect for the Information of Others.
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.
39. Disclosures Regarding Digital Assets.
- a. Use, Transfer, and Exchange of Digital Assets. The use, transfer and exchange of Digital Assets may be subject to applicable federal and state laws, including without limitation, rules and regulations promulgated by various regulatory agencies, such as the Securities and Exchange Commission, Financial Crimes Enforcement Network (FinCEN), Commodity Futures Trading Commission, Internal Revenue Service and state money transmission or virtual currency business licensing agencies. U.S. federal and state laws and regulations on Digital Assets are subject to significant uncertainty and are evolving rapidly. While we are making reasonable efforts 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 Digital Assets through our Services will not be subject of any such regulations, either now or in the future. Any change of Digital Assets regulations may have a material negative impact on your ability to use and transfer such Digital Assets and may cause you to lose all or a portion of the value of such Digital Assets.
- b. Bank Fees. 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.
- c. Transparency Statement. 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. Attempting to use 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. 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.
- d. Anti-Money Laundering and Counter-Terrorist Financing Statement. Metal is committed to full compliance with all applicable laws and regulations regarding Anti- Money Laundering and sanctions screening (“AML”). Our policy is to prevent sanctioned/non sanctioned people engaged in money laundering, fraud, and other financial crimes, including without limitation, 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 sanctions lists. We report suspicious transactions to federal authorities in accordance with applicable law, as well as to the financial intelligence unit/regulator in the respective country.
- i. 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 activities.
- ii. 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.
- e. No Agency, Trustee or Fiduciary Relationship. Metal is only a payment service provider. We do not: act as a custodian or 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.
- f. Digital Assets Prices, Exchange Rates, and Confirmations.
- i. Digital Assets are not official currencies and are highly experimental and risky. The Services (which include but are not limited to purchasing Digital Assets 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.
- ii. 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 Digital Asset 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. Metal cannot confirm, cancel, or reverse Digital Asset transactions.
- iii. Metal is not liable for any errors, loss, or omissions due to sending Digital Assets to or receiving Digital Assets from incorrect wallet addresses, email addresses, entering incorrect transaction amounts, or any other information related to Digital Asset transactions by using the Service. It is your sole responsibility to use the correct Digital Asset addresses, email addresses, and transaction amounts when transacting.
- iv. Digital Assets 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 Digital Asset 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.
- v. 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 Digital Assets on our Services, websites, and Apps and Metal will not be liable for any loss suffered.
- g. Returns and Refund Policy.
- i. IMPORTANT: Transactions in 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.
- ii. Our Digital Assets. “MTL” is Metal’s proprietary Digital Asset. You earn MTL when you transact using the Metal Pay Services. Eligible transactions include sending or receiving payments for goods or services allowed by us at our discretion.
- iii. Permissible Use. You may only use the Services as a mechanism of software ledger entry translation between you and Metal. You are prohibited from using the Services for translating ledger entries with other parties, except for making and receiving payments as permitted under the Terms.
- iv. Costs. From time to time, we may need to spend time dealing with issues brought to us by customers. Where any customer issue is not caused by our negligence or oversight, we reserve the right to recover from the customer reasonable administrative costs spent addressing the customer issue.
- h. Digital Assets Conversion. Some uses of your Metal Pay Service Account require a currency conversion. Examples of such conversions include without limitation, converting your Metal Pay Service Account balance in U.S. dollars to a Digital Asset, from one Digital Asset to another Digital Asset, or from a Digital Assets to U.S. dollars. Such conversions will be performed at the most current market 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 without limitation, those related to taxes (e.g., tax filing costs, tax liabilities).
- i. Digital Assets Tax Disclosures.
- 1. 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 local, and non-U.S. Tax treatment of MTL tokens and the purchase, sale, storage, and rewarding of Digital Assets 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 without limitation, 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.
- 2. 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. Any Service user that chooses to transfer funds via the 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.
- 3. 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 without limitation, 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.”
- 4. Further, the Notice fails to address significant aspects of the U.S. federal income tax treatment of digital currency, including, without limitation: (a) whether convertible virtual currency is properly treated as a “commodity” or as a “collectible”; (b) the proper method of determining a holder’s holding period and tax basis for such acquired at different times or at varying prices; and (c) 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).
- 5. Additionally, the IRS has increased 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.
- 6. THE TAX ASPECTS OF MTL TOKENS AND THE PURCHASE, SALE, STORAGE, AND REWARDING OF DIGITAL ASSETS 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 DIGITAL ASSETS . 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 DIGITAL ASSETS THROUGH THE SERVICES.
40. Unlawful Internet Gambling Notice; Cannabis Transactions.
Restricted transactions as defined in Federal Reserve Regulation GG are prohibited from being processed through your Account or your relationship with Metal. Restricted transactions generally include, but are not limited to, transactions in which credit, electronic fund transfers, checks, or drafts are knowingly accepted by gambling businesses in connection with unlawful Internet gambling. You will not use your Accounts to transfer or accept funds to or from any person that is engaged, directly or indirectly, in the possession, production or distribution of marijuana or cannabis products that are illegal under state or federal law.
41. Customer Feedback, Queries, Complaints, and Dispute Resolution.
- a. Contact Metal. If you have feedback, or general questions, contact us via our Help Centerwebpage at https://help.metalpay.com. When you contact us, please provide us with your name, 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 without limitation, 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.
- b. Formal Complaint Process. If you have a dispute with Metal (a “Complaint”), you must contact Metal through our complaints mailbox at firstname.lastname@example.org to attempt to resolve any such Complaint amicably. If we cannot resolve the Complaint through the Metal Pay client services team, you and we will use the Formal Complaint Process set forth below. You must 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 have the right to ask the arbitrator or small claims court to dismiss your filing unless and until you complete the following steps.
- i. Procedural Steps. If your Complaint is not resolved through your contact with Metal Pay client services, you must use our complaint form to describe your Complaint, how you would like us to resolve the Complaint, and any other information related to your Complaint that you believe to be relevant. The complaint form can be found on the Metal Pay Help Center at https://help.metalpay.com or can be requested from Metal Pay Client Services+ at email@example.com.
- ii. Metal Response. We will acknowledge receipt of your Complaint form after you submit it. A Metal client services office ("Complaints Office") will review your Complaint. The Complaints Office will evaluate your Complaint based on the information you provide and information in Metal’s possession. Within 15 business days of our receipt of your Complaint form, the Complaints Office will address the issues raised in your Complaint form by sending you an e-mail ("Resolution Notice") in which the Complaints Office will: (a) offer to resolve your Complaint in the way you requested; (b) decide on rejecting your Complaint and set out the reasons for the rejection; or (c) offer to resolve your Complaint with an alternative solution. In exceptional circumstances, if the Complaints Office is unable to respond to your Complaint within 15 business days for reasons beyond Metal's control, the Complaints Office will send you a communication indicating the reasons for any delay in answering your Complaint and specifying the deadline by which the Complaints Office will respond to your Complaint, which will be no later than 36 business days from our receipt of your Complaint form.
42. Agreement to Arbitrate.
If you and the Metal Parties are unable to resolve your Complaint through the formal complaint process outlined above, you and we will resolve such Complaint as set forth in this section. By agreeing to these Terms, you agree that you are required to resolve any claim that you may have against any Metal Party 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 Party, and preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against any Metal Party 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, including without limitation federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation or any other legal theory will 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. Please read this information carefully. Among other things it:
- (i) affects your rights and will impact how claims you and we have against each other are resolved; and
- (ii) includes a Prohibition of Class and Representative Actions and Non-Individualized Relief pursuant to which you agree to waive your right to participate in a class action, representative, collective, or consolidated lawsuit against us.
- a. 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 without limitation, 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. If you are a resident of California, the court may award you public injunctive relief.
- b. Arbitration Procedures.
- i. 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 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, 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 Delaware.
- ii. A party who intends to seek arbitration must first pursue the Formal Complaint Process outlined above, which is a prerequisite and precondition to arbitration. If the dispute between you and Metal is not resolved through the Formal Complaint process, you or Metal may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the AAA's website at www.adr.org.
- iii. 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).
- iv. The arbitrator(s) will decide the substance of all claims in accordance with applicable law, including without limitation, 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.
- c. 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 and assuming you have followed the Formal Complaint process, 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 plan to pay all necessary fees directly to the AAA. If the value of the relief sought is more than $10,000 and you can 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 or without merit, 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.
- d. Severability. Except for 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.
- e. Future Amendments to this Agreement to Arbitrate. Notwithstanding any provision in the Terms to the contrary, 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.
43. Metal’s Copyright Policy.
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:
660 4th St. #107, San Francisco, California 94107 USA
Attn: Legal Department
- a. 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):
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.
- i. a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- ii. 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;
- iii. 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);
- iv. 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;
- v. 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;
- vi. 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.
- b. 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:
- i. a physical or electronic signature of the subscriber;
- ii. 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;
- iii. a statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled because of mistake or misidentification of the material to be removed or disabled; and
- iv. 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 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 firstname.lastname@example.org. 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.
44. Disclosures for California Residents.
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 Financial Protection and Innovation by mail at Department of Financial Protection and Innovation, Attn: Consumer Services, 1515 K Street, Suite 200, Sacramento, CA 95814 or online through its website at https://dfpi.ca.gov/file-a-complaint/. The California Department of Financial Protection and Innovation helps with its complaint form by phone at 1-866-275-2677.
45. For Louisiana Users.
Metallicus is licensed by the Louisiana Office of Financial Institutions as a money transmitter. The Louisiana Office of Financial Institutions does not license or regulate services related to virtual currency including but not limited to transmission or exchange which may be conducted by Metallicus.
46. Governing Law.
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 that require the application of the law of another jurisdiction, will govern these Terms and any claim or dispute that has arisen or may arise between you and any Metal entity.
47. Business Days.
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.
48. Protocol Exclusions.
Distribution and support for airdropped Digital Assets and forked protocols is solely at Metal’s discretion. Metal does not support Digital Assets that are not listed on the Digital Assets offering page.
48. Digital Asset Deposit Recovery.
Digital Asset deposits that are transferred into a wallet address that does not support the Digital Asset may not be credited to the account holder’s wallet. Metal account holders can submit a deposit recovery request by contacting email@example.com. Metal reserves the right to charge a $20 USDC or $20 USD fee to recover the Digital Assets if the error is not attributable to Metal.