1.1. In these Conditions of Sale: "The Company" means Oro Direct Inversión S.L.U. CIF B98212749, C/Isabel la Catolica Nr. 8, 46004 Valencia. "The Buyer" means the person, the firm or the company ordering or buying goods from the Company. "The Goods" means the goods the subject matter of the relevant order or contract of sale.

1.2. No contract in respect of the Goods between the Company and the Buyer shall exist until the Buyer's order has been accepted in writing by the Company. In the event that the Buyer's order seeks to make the sale subject to terms different from these conditions, acceptance is effected by a formal order acknowledgement and shall be deemed to be a fresh offer by the Company on the basis of these Conditions, in which event (unless these conditions are accepted by the Buyer prior to delivery) acceptance of delivery of the Goods by the Buyer shall constitute acceptance of the Company's offer, and the contract of sale shall be formed at that moment. No conditions or terms stipulated in any other communication or document shall vary or annul any of these conditions except insofar as the conditions are expressly consented to in writing by the Company.

1.3. Any typographical, clerical or other error or omission in any sales literature, web site, quotation, price list, acceptance of offer, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company. By utilizing the website: www.orodirect.es, the Buyer accepts formally all terms and conditions of sale.

1.4. No representation, claim, drawings, illustrations, specification or price given in any advertising or promotional literature of the Company shall form part of the contract unless specifically stated in the accepted order or specification for or of the Goods.

ONLINE SERVICES
2.1. A central pillar of the Company’s business model is the provision of a comprehensive suite of online services for customers. The objective of these services is to make working with the Company easier, quicker and more efficient for customers and vendors alike. The system provides customers with online ordering, account information such as shipment information, product search and transport cost analysis.

2.2. A team of customer services representatives is available to help you with any queries you may have concerning the above procedures.

PRICE
3.1. The provision or display of pricing and other information relating to the Goods by the Company to the Buyer does not amount to an offer by the Company to sell the Goods at that price or on any other terms. Supply of such information is only an invitation to treat. An order by the Buyer for the Goods shall be the offer.

3.2. Unless otherwise specified prices payable for the Goods are exclusive of delivery charges, insurance costs, packaging costs or other special handling charges.

3.3. The selling offer will be kept during the following period; Monday - Friday, 9.00 a.m. until 13.00 p.m., except holidays, and the price set will be in accordance to the London Gold Fixing for this period, whereas the Company reserves the right to alter the selling offer at any time during this period and in accordance with the price developments on the International Gold market.

The selling price of the gold coins and gold bars will be set in accordance to the price of gold fixed by the London Gold Fixing (The London Gold Market Fixing Limited, New Court, St. Swithin's Lane, London EC4P 4DU, Registered Number: 2891916), at the moment of the execution of this contract, and taking into account the daily price established and published in international media, as well in the web site www.goldfixing.com.

The following costs are being added on top of the goldfixing price set by "The Gold Fixing Ltd" and are included in the selling price of the Company to the Buyer; fixing charges, transport costs to the minting houses or refiners, minting costs, delivery and air freight expenses up Spain, storage, insurance costs, handling & administration charges up to the various storage facilities of ESABE in Spain.

Prices do not include further inland transport & shipping costs to the final place of delivery in Spain, transport costs from the ESABE storage areas to the final destination will be charged to the Buyer separately, in case the Buyer requests the delivery of the gold to a designated destination.

3.4. All prices for gold bars and gold coins are exclusive of VAT as investment gold is excempt of VAT.

ORDER CANCELLATION
4.1. The Buyer shall be responsible to the Company for ensuring the accuracy of the terms of any order submitted by the Buyer. Once an order has been placed on the Company by a Buyer, that order cannot be cancelled and will be treated as irrevocable by the Company.

The sale of gold coins and bars by the Company, excludes, the application of the right of withdrawal established in article 44 of the Law7/199 on Regulatory Framework for Retail Trade, according to the exception of article 45.a) of the mentioned Law, that excludes from the scope of the right of withdrawal the cases in which the price is dependent on fluctuations in a financial market that cannot be controlled by the seller, like in this case in which the price shall be fixed in accordance and depending on fluctuations in the London Gold Fixing.

DESPATCH
5.1. Unless otherwise specified the price quoted is packed as mentioned in the order confirmation. An extra amount will be levied to cover delivery and insurance costs, if the buyer requests delivery to a designated delivery address.

5.2. Any date or time quoted for despatch is to be treated as an estimate only. Despatch may be postponed or delayed due to conditions beyond the Company’s reasonable control, and in no event shall the Company be liable for any damages or penalties for delay in despatch or delivery.

5.3. The Company may deliver your order in instalments; each instalment will be treated as a separate delivery.

5.4. The delivery of the gold bars/coins to the purchaser will be made within a maximum of 30 days from the day after the execution of the contract. In case gold bars/coins sold were unavailable to be delivered on the aforementioned deadline, the Buyer must be informed of this situation and, excepting the case in which the Buyer request the refund of all the sums paid, the Company may provide the Buyer with other gold bars/coins of equivalent or higher quality at the same price. If the Buyer requests the refund of all the sums paid, the Company shall be obliged to refund the corresponding sums paid by the Buyer within 30 days starting from the date of the application for the refund.

If the Company does not refund the sums corresponding to the paid price within the deadline established in the previous paragraph, the Buyer shall be entitled to double the claim for legal damages. It shall be considered that the Buyer does not request the refund of the paid price after three days have elapsed since he was informed of the unavailability of gold bars/coins without effective communication of the withdrawal application.

The contract will be executed with the acceptance of the Buyer of the conditions and terms, especially, with the acceptance of the price and object of the contract. The parties agree to transfer the ownership of the gold bars at the time of the execution of the agreement, and, therefore, express their conformity in order to understand transferred the possession of the gold bars/coins sold at such time.

According to articles 1452, 1182 and 1096.3 of the Spanish Civil Code, the parties recognize that the risk regarding the delivery, loss or destruction of the objects of the contract are assumed by the buyer as of the exact time of the execution of the Contract.

THE GOODS
6.1. The Company sells under this contract gold bars and gold coins with the following identification, characteristics and guarantees; VAT free investment gold in the form of gold coins or gold bars and other precious metals in form of bars or coins.

INVOICE AND PAYMENT INFORMATION

7.1. Invoices are raised and dated on the date of despatch of the goods.

7.2. Payment must be made in full on the same day at the time of placing the order for the Goods.

7.3. All invoices are posted to the Buyer’s normal trading address or any other address as per the request of the Buyer.

7.4. The Company accepts Cash in EURO or OR WIRE PAYMENTS VIA OMF BANK TRANSFER processed through the Central Bank of Spain, whereas Buyer has to receive the funds on the same day on which the Buyer has placed the order and received the order confirmation.

RETENTION OF TITLE

8.1. Notwithstanding delivery and the passing of risk, the property in the Goods shall remain in the Company, until the Buyer has paid all monies owed by it to the Company under this or any other contract or otherwise. If any of the Goods are processed into, incorporated in, used as materials for or mixed with other goods or materials prior to such payment, the property (but not the risk) in the whole of such goods or materials shall pass to the Company at the moment of such processing, incorporation, use or admixture and shall remain with the Company until payment of all such monies as specified in this Condition. Until such payment is made the Buyer shall possess all goods and material the property in which is vested in the Company by virtue of this Condition on a fiduciary basis only and if the Company so requires the buyers shall store such goods and materials at no extra cost to the Company so that they are clearly identified as belonging the Company. The Company without prejudice to any of its other rights and remedies may recover and resell any or all of such Goods or materials and may enter upon the Buyers premises for that purpose. The Buyer has the right to sell for the account of the Company any Goods or materials the properties in which vested in the Company by virtue of this Condition. In such event the Company shall be entitled to, and the Buyer shall be under a fiduciary duty to account to the Company for, the proceeds of such sale to the extent that the Buyer owes any monies to the Company. In addition, the Company shall be entitled to make a claim directly against the Buyer's customer for any purchase monies unpaid by the customer and the Company shall be entitled to retain from any monies recovered from the customer all monies due to the Company from the Buyer plus all costs and expenses involved in making the claim. If there is any excess the Company will return this to the Buyer. The authority hereby granted to the Buyer to pass property in the goods or materials shall not extend to any sale of the goods or materials in the course of a sale of the entire or substantially the entire of the Buyer’s business or undertaking pursuant to a sale of the Buyer’s stock-in-trade preparatory to a cessation of the Buyer of business or of trade in goods similar to the Goods.

8.2.On the happening of any of the following events the authority of the Buyer to sell the Goods shall terminate immediately and all the Goods, the property of the Company, shall be immediately delivered to the Company:-

(a) any notice to the Buyer or the Company that a receiver, manager, administrator, administrative receiver or similar officer of or over the business or any part of the business of the Buyer is to be or has been appointed;

(b) any notice to the Buyer or the Company that a petition to wind-up the Buyer is to be or has been presented or any notice of a resolution to wind up the Buyer (other than for the purposes of a bona fide reconstruction or amalgamation on terms previously approved in writing by the Company);

(c) any decision by the Buyer that the Buyer intends to make an arrangement with its creditors;

(d) the insolvency of the Buyer

Notwithstanding the preceding Condition, all risk in respect of the Goods shall be assumed by the Buyer upon delivery of the same to him.

LOSS OR DAMAGE IN TRANSIT OR NON DELIVERY

9.1. The Buyer shall examine the Goods after reception and signing the correspondant delivery acceptance note. The products are delivered in a separate transparent security bag with which the client can check without opening it. Only if the goods are in good condition and without any discrepancies, the security bag should be opened. The Company reserves the right to reject claims in respect of shortages or damage in transit or non-delivery of the Goods, once the Buyer has opened the security bag.

LATE DELIVERY

10.1. Whilst the Company will endeavour to deliver the Goods in accordance with the Buyer's requirements, the Company will not be liable for any consequences of late delivery howsoever caused.

RETURNS

11.1. The Company does not accept the return of Goods save as expressly provided by law. The sale of gold coins and gold bars by the Company excludes, the application of the right of withdrawal established in article 44 of the Law7/199 on Regulatory Framework for Retail Trade, according to the exception of article 45.a) of the mentioned Law, that excludes from the scope of the right of withdrawal the cases in which the price is dependent on fluctuations in a financial market that cannot be controlled by the seller, like in this case in which the price shall be fixed in accordance and depending on fluctuations in the London Gold Fixing.

FORCE MAJEURE

12.1. The Company reserves the right to cancel, vary or suspend the operation of contract of sale if events occur which are in the nature of force majeure including (without prejudice to the generality of the foregoing) fire, floods, storm, plant breakdown, strikes, lock-outs, riots, hostilities, non-availability of materials or supplies or any other event outside the control of the Company and the Company shall not be held liable for any breach of contract resulting from such events.

CANCELLATION

13.1. The Company may withhold or cancel further or any deliveries under the contract of sale or may recover all losses resulting therefrom if the Buyer:

(a) fails to make payment on the due date under any contract with the Company; or

(b) is in breach of any of the terms and conditions contained herein

APPLICABLE LAW

14.1. The contract will be executed with the acceptance of the buyer of the conditions and terms, especially, with the acceptance of the price and object of the contract. The parties agree to transfer the ownership of the gold bars at the time of the execution of the agreement, and, therefore, express their conformity in order to understand transferred the possession of the gold bars/coins sold at such time.

According to articles 1452, 1182 and 1096.3 of the Spanish Civil Code, the parties recognize that the risk regarding the delivery, loss or destruction of the objects of the contract are assumed by the buyer as of the exact time of the execution of the Contract.

This agreement shall be subject to and governed by Spanish Law. Both parties expressly and formally agree to submit any question arising from the execution, fulfillment, enforcement or interpretation of the Contract to the Courts of the city of Valencia and expressly waive their right to submit to a court of their own jurisdiction, should it be different to the agreed Courts.

SEVERABILITY

15.1. If any provision of these Conditions is held by a court or other competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.

ASSIGNMENT

16.1. The Company may subcontract, assign or transfer its obligations or rights to a competent third party whether in whole or in part. The Buyer may not assign or transfer any of its obligations.

NOTICES

17.1. Any notice required to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant times have been notified pursuant to this provision to the party giving notice.