K. A. RASMUSSEN AS’ TERMS AND CONDITIONS
These terms and conditions (hereinafter “the Terms and Conditions”) apply to every order, agreement, or transaction between K.A. Rasmussen AS, org. no. 915 309 054 (hereinafter “KAR”), and KAR’s customers.
1. GENERAL PROVISIONS
1.1. Relationship between the Terms and Conditions and other agreement documents
The provisions of these Terms and Conditions supplement all orders, agreements, and transactions between KAR and KAR’s customers. In the event of a conflict between the provisions of the Terms and Conditions and an agreement between KAR and the customer, the provisions of the agreement shall take precedence.
1.2. Amendment of the Terms and Conditions
KAR will notify of changes to the Terms and Conditions at www.karasmussen.com.
1.3. Customer information, customer register, and “Responsible Metal Trading”
The customer is aware of and accepts that KAR has routines for obtaining information about the customer relationship, the customer’s ultimate beneficial owners, and the origin of the precious metals and funds. For example, the customer may be asked to provide evidence of the source of funds and wealth in connection with any purchase. If KAR requests evidence related to the information mentioned above and the customer cannot or refuses to provide this, KAR has the right to cancel the customer’s purchase. The customer is not entitled to make claims against KAR as a result of such cancellation. The purpose of these routines is to avoid contributing to terrorist financing, money laundering, and other financial crimes. KAR’s policy, routines, and rules for this are collectively referred to as “Responsible Metal Trading,” and involve the collection, verification, and auditing of information from the customer themselves and from publicly available registers.
The customer is obliged to complete KAR’s customer information form upon establishing a customer relationship, during periodic updates, or when KAR otherwise deems it necessary. The customer is obliged to notify KAR of any change in information that may be significant to the customer relationship. The customer is aware that KAR may, on its own initiative, add, correct, and use information available in public registers.
If KAR’s verification of the customer relationship reveals a breach of KAR’s rules for Responsible Metal Trading, KAR has the right to terminate the agreement with the customer with immediate effect. During periodic reviews of its customer register, KAR will deactivate customers who have not had transactions on their customer account in the last five years.
1.4. Privacy
All personal data is processed in accordance with KAR’s privacy policy, which is available at www.karasmussen.com.
1.5. Special provisions regarding precious metal prices
All transactions involving precious metals are conducted based on the current market price (spot) or the next available market listing (London Gold/Silver/Platinum/Palladium Price), often referred to as “benchmark” or “fixing,” with a percentage addition or deduction. For transactions involving rhodium, the price basis is the latest available market price. For bookings or orders based on “benchmark” or “fixing,” the basis for the metal price on the order will be determined when the price basis is available. If the order confirmation is produced before the price basis is available, it shall state that the metal price will be updated.
1.6. Offsetting and payment from third parties
KAR has the right to offset any unpaid invoice, regardless of the due date, in connection with the payment of settlements for KAR’s purchase of metals or when using metals that the customer has in a metal account with KAR.
KAR does not accept payment for goods or services from third parties.
1.7. Confidentiality / Intellectual Property Rights
Any information received by KAR or the customer, respectively, in connection with the contractual relationship between them, and which is not publicly available, shall be kept confidential by the parties.
KAR holds and owns every right related to KAR’s business, KAR’s production methods and processes, including any copyright, patent right, know-how, design, and trade secret. This agreement does not grant the customer any right to use KAR’s rights without written consent.
1.8. Choice of law and dispute resolution, etc.
Any contractual relationship between KAR and KAR’s customers is governed by Norwegian law.
Any dispute that may arise in connection with a contractual relationship between KAR and KAR’s customers shall be sought to be resolved through negotiations.
If negotiations do not lead to a resolution, the dispute shall be brought before the ordinary courts for adjudication. Hedmarken and Østerdal District Court is the correct legal venue.
References to Norwegian laws in these Terms and Conditions include the specified laws as they apply at any given time (with amendments), along with associated regulations.
2. SALE OF GOODS AND SERVICES
2.1. Offer and acceptance
Unless otherwise stated in a written offer made by KAR, an acceptance deadline of 14 days applies.
2.2. Order confirmation
Any written order confirmation shall be considered binding on the parties, unless the customer has pointed out errors in it within a reasonable time. In cases where no order confirmation exists, the invoice shall be considered the order confirmation.
2.3. Weight deviations in precious metals
For shipments of precious metal alloys or other goods priced by weight, the weighed weight may deviate by up to 5% from the quantity specified in the received purchase order or issued sales order confirmation. Such a deviation cannot be claimed as a defect in the goods.
2.4. Goods produced to customer specifications
In the production of goods to the customer’s specifications or goods outside KAR’s standard range, KAR is granted the right to invoice the agreed consideration for the production value if the purchase is cancelled, regardless of the reason.
2.5. Special orders
KAR can assist customers in obtaining alloys, articles, machinery, or similar items from partners beyond what is included in our standard product range. In cases where a customer makes an order of this type, the order is considered binding and the goods will not have a right of return.
2.6. Shipping and insurance
For any shipment purchase, KAR will invoice the customer for shipping and insurance.
2.7. Delivery terms
Delivery terms are determined in accordance with Incoterms 2020. The standard delivery term for sales to domestic customers is CIP (“Carriage and Insurance Paid To”) with the specification of the agreed destination address or goods address.
The standard delivery term for export is FCA (“Free Carrier”) with the specification of the agreed delivery address.
In the case of returns and complaints, the customer shall bear the risk for the goods and keep the goods insured until they are placed at KAR’s disposal at KAR’s place of business at Birkebeinervegen 24, 2326 Hamar or Hovfaret 17, 0275 Oslo.
KAR will, upon request, provide an insurance certificate as proof that the goods are insured when the insurance responsibility during transport rests with KAR according to the delivery terms.
2.8. Payment
The standard payment term for private individuals is prepayment.
Business customers are invoiced in arrears, subject to an acceptable prior credit assessment. KAR reserves the right to demand prepayment also from business customers before the delivery of goods takes place. An invoice fee applies to the issuance of paper invoices.
If the customer does not comply with their payment obligation or otherwise breaches or fails to fulfill the agreement, KAR has the right to be compensated for its loss if the price basis for the precious metal in question has fallen in the period between invoicing and termination of the agreement.
2.9. Payment reminders and late payment interest
Payment reminders (dunning notices) are subject to a fee. If payment is not received within 14 days of the issuance of a payment reminder, a second payment reminder will be issued as a notice of debt collection. Debt collection will be initiated if payment is not received within 14 days of the issuance of the notice of debt collection.
Any payment reminder or demand for payment is sent electronically when such notification can be made in a secure manner.
Late payment interest for non-payment is determined in accordance with Act-1976-12-17-100 (the Late Payment Interest Act).
2.10. Retention of title
In the sale of goods, KAR reserves the right of ownership to any goods until they are fully paid for (purchase money security interest). Until the goods are fully paid for, they cannot be included in the customer’s potential inventory pledge and shall be kept separate and clearly marked “Property of K.A. Rasmussen AS” until the goods are taken out for use in the customer’s own production.
2.11. Defects in the goods. Remedies for breach. Right of withdrawal
The Sale of Goods Acts (Act-1988-05-13-27 (the Sale of Goods Act) and Act-2002-06-21-34 (the Consumer Purchases Act)) determine what constitutes a potential defect in a product delivered by KAR. If a defect exists, the Sale of Goods Acts regulate the rights and obligations that apply in the relationship between the parties.
There is no right of return or withdrawal for the purchase of goods, unless the purchase is covered by Act-2014-06-20-27 (the Right of Withdrawal Act).
For purchases covered by the Right of Withdrawal Act, the withdrawal period is 14 days from receipt of the goods, cf. Section 21 of the Right of Withdrawal Act. Purchases of precious metals and investment metals are exempt from the right of withdrawal, cf. Section 22 letter d), and such purchases grant no right of withdrawal.
Returns of goods in accordance with the Right of Withdrawal Act must be pre-agreed with KAR and occur within 14 days after the right of withdrawal was exercised, cf. Section 25 of the Right of Withdrawal Act. A return form must accompany the returned goods. The goods must be in their original packaging, unopened, undamaged, and otherwise not made less salable. The goods must be properly packaged upon return to us. Special-order goods have no right of return. The customer must pay the return costs themselves, unless otherwise specifically agreed. Cash on delivery packages cannot be used for returns.
In the event of loss or damage to a shipment upon receipt by the customer, the customer must immediately inform KAR and the carrier with photos and a description of the damage/loss.
2.12. Special provisions for orders from the online store
For orders from the online store, a binding agreement is considered entered into when the customer has sent the order to KAR. Payment and delivery are regulated in Section 2.6 et seq. of the Terms and Conditions.
KAR reserves the right that price information provided in offers, order confirmations, the online store, or other communication is not binding if there are obvious clerical errors, printing errors, calculation errors, or other unintended errors resulting in an incorrect price indication.
An error is considered obvious if the incorrect price information deviates significantly from the market price, from other price information provided by KAR, or if the customer realized or should have realized that an error existed.
If such an error exists, KAR shall have the right to correct the price information and present a revised offer without this being considered a breach of contract or giving the customer a claim for delivery at the incorrect price, compensation, or other consideration.
For consumer orders from the online store, the provisions regarding the right of withdrawal according to Section 2.11, third and fourth paragraphs, of these Terms and Conditions apply. A withdrawal form is included with the delivery or order confirmation. The withdrawal form is also available at www.karasmussen.com.
When purchasing investment metals/precious metals in the online store, the agreement is considered legally binding when the customer clicks “Complete Purchase.” After this, the order cannot be cancelled or changed, and no right of withdrawal applies, cf. Section 2.11, third paragraph.
In the event of delay or defects from KAR, the rules in the Sale of Goods Act (Chapter V) apply to commercial entities.
For consumers, the rules in Chapters 5 and 6 of the Consumer Purchases Act apply. For defects for which KAR is liable, cf. Section 2.11, a customer who is a consumer may assert claims as set out in Section 26 of the Consumer Purchases Act, including:
a) withhold the purchase price according to § 28
b) choose between repair and replacement in accordance with §§ 29 and 30
c) demand a price reduction according to § 31
d) demand cancellation according to § 32
e) demand compensation according to § 33
Consumers must complain within a reasonable time after a defect is discovered or should have been discovered, cf. Section 27 of the Consumer Purchases Act.
In the event of delay, a customer who is a consumer may assert claims as set out in Section 19 of the Consumer Purchases Act, including:
a) withhold the purchase price according to § 20
b) demand fulfillment according to § 21
c) demand cancellation according to § 23
d) demand compensation according to § 24
KAR’s privacy policy can be found at www.karasmussen.com, cf. Section 1.4 of the Terms and Conditions.
Otherwise, the Terms and Conditions apply to orders from the online store, unless otherwise determined in this Section 2.12 or specifically agreed between KAR and the customer.
3. PURCHASE AND REFINING OF METALS
3.1 Process description
KAR receives and purchases precious metals from customers for refining, processing, or resale. Refining precious metals means separating and extracting the individual elements through metallurgical processes. Upon receipt of metals, KAR will weigh, homogenize, and determine the purity of the metals by analysis. Analyses can be performed using X-ray equipment or full chemical analyses.
Any shipment to KAR must be notified in advance.
After homogenization by melting or dissolution, the metals submitted by the customer will no longer be identifiable or separable from other metals in KAR’s precious metal inventory. The metals that KAR extracts in the refining process will be subject to analysis uncertainty, melting loss, and process risk.
The customer may in advance, and at their own expense, demand to be represented by a neutral third party during weighing, homogenization, and sampling. An extra sample will then be taken for the customer’s representative. The analysis results determined by KAR and by the customer’s representative shall be exchanged on a pre-agreed date. In the event of a discrepancy in the analysis results between KAR and the representative, the settlement will be determined by the average value if the results are within the tolerance limits. If the maximum agreed tolerance limits are exceeded, or if the parties do not agree on such tolerance limits, the parties shall seek to reach an agreement on the settlement. If agreement is not reached, the metal content is determined by an independent third party (umpire) appointed jointly by the parties.
If the customer chooses not to be represented during weighing and sampling, the settlement is determined on the basis of KAR’s analysis.
KAR shall issue a receipt confirmation or order confirmation upon receipt of metals for refining. The confirmation will state the received weight and the analyses to be performed according to the customer’s instructions. The confirmation may also state the expected settlement time. Any discrepancy between the weight stated on the receipt confirmation compared to the customer’s own information must be reported to KAR without undue delay.
Upon valuation and subsequent purchase of metals, a purchase note is issued to the customer. KAR also has the right to refuse refining assignments or purchases without being required to provide a reason for this.
Purchases and trades covered by Act-1999-12-22-105 (the Second-hand Trade Act) will be subject to the provisions of the Second-hand Trade Act and FOR-1999-12-22-1379 (the Second-hand Trade Regulations). KAR holds a second-hand trade license, cf. Section 2 of the Second-hand Trade Act and Chapter 2 of the Second-hand Trade Regulations. 2.
KAR may store images and descriptions of submitted metals for up to 10 years. Analysis samples are destroyed 6 months after sampling.
3.2 Undesirable and dangerous elements
The customer is obliged to inform KAR of any danger or risk associated with the customer’s deliveries to KAR, including special waste, hazardous waste, or potential radioactivity.
KAR has the right to invoice extra costs for damages, disposal, etc., in connection with undesirable and dangerous elements and/or breach of the duty of disclosure.
3.3 Delivery terms, risk, and ownership
Delivery terms are determined in accordance with Incoterms 2020. When it has been agreed in advance that KAR shall purchase the metals, ownership passes to KAR at the time of delivery.
3.4 Purchase or refining of precious metals located in Norway
The standard delivery term for the purchase or refining of goods located in Norway shall be DAP (“Delivered at Place”) with the specification of the delivery location Birkebeinervegen 24, 2316 Hamar.
However, KAR assumes the transport risk for shipments to KAR using KAR’s approved return packaging, limited upwards to NOK 300,000 per shipment for business customers and 50,000 for private customers and in accordance with the insurance companies’ A-terms, to the extent that the shipment is not covered by the seller’s transport insurance and that the seller can satisfactorily document the shipment’s content and value in a damage situation.
3.5 Purchase or refining of precious metals upon import to Norway
The customer shall notify KAR in advance if they wish to have processed physical goods in return, transfer to the customer’s metal account with a third party, or if the metals are to be sold to KAR.
3.5.1 Purchase of precious metals upon import to Norway
The standard delivery term for the purchase of precious metals upon import to Norway is DAP (“Delivered at Place”) with the specification of the delivery location K.A. Rasmussen AB, Grenadjärgatan 14, 25453 Helsingborg, Sweden.
3.5.2 Refining or processing of precious metals upon import to Norway
The standard delivery term for refining or processing for foreign customers is DAP (“Delivered at Place”) with the specification of the delivery location Birkebeinervegen 24, 2326 Hamar.
All deliveries where the sender is to receive physical metals in processed form in return will be classified as refining and/or processing. This also applies where the customer wishes settlement in the form of a transfer to a metal account with a third party.
3.6 Disclosure of information and metals to public authorities
KAR will disclose information about the submitted metals to public authorities to the extent required. If KAR is ordered to hand over metals to the police upon suspicion of stolen goods, receiving stolen goods, or money laundering, settlement to the customer will be postponed until KAR has had the metals returned and the suspicion is cleared.
3.7 Sales document and settlement
KAR will issue an invoice for performed refining services and settle for the precious metals by issuing a purchase note or by crediting the customer’s metal account, cf. Section 4 of these Terms and Conditions. The seller will issue a sales document in cases not covered by Section 3.8. 3.8.
3.8 Issuance of sales document on behalf of the seller
In cases where precious metals must be weighed, analyzed, or otherwise assessed before settlement can take place, KAR will issue sales documentation on behalf of the customer. The same applies to the purchase of metals from the customer’s metal account. Acceptance of these Terms and Conditions shall be considered a written agreement according to Act-2004-11-19-73 (the Bookkeeping Act).
4. METAL ACCOUNT
4.1 Definition
A metal account means an account for current accounting between KAR and the individual customer expressed in weight for the individual metal. The weights express the amount of metal available to the parties for trading or settlement purposes at the time of trading or settlement. Deposits, withdrawals, or balances on a metal account are to be considered transactions or current accounts specified in weight and not in monetary value.
The balance on a metal account is the property of the account holder but is included in KAR’s precious metal inventory, and therefore does not express an allocated amount of the individual metal in relation to the individual customer. Since the balance on a metal account is not identifiable or separable based on this, it does not grant rights to a specific physical quantity in KAR’s metal inventory.
4.2 Use of metal account
Upon recycling/refining of metals, the weight of the fine metal will be credited to the customer’s metal account. The same applies if the customer chooses to purchase metals from KAR for transfer to their own account.
Upon the customer’s purchase of precious metal-containing semi-finished products, granules, or investment metals, the fine metal content in the products will be deducted (debited) from the customer’s metal account. The same applies if the customer chooses to sell metals from their own account to KAR.
If the customer has instructed KAR to transfer metals from their account to another customer of KAR, or to another supplier, KAR is granted the right to charge the customer’s metal account.
KAR is granted the right to credit the customer’s metal account if KAR has been instructed by a counterparty to transfer metals to the customer’s account. In such cases, the customer shall be notified before the account is credited.
Upon any credit or debit to the customer’s metal account, KAR will prepare mandatory sales documentation showing the transaction in question and the new balance on the customer’s metal account.
The customer can only dispose of their balance on the metal account if there is no outstanding claim for the purchase of metals. This also applies in cases where credit has been granted.
4.3 Balance
KAR shall regularly make an account statement available to the customer showing transactions and the balance on the customer’s metal account. Sales documentation showing transactions and the balance on the metal account shall be considered equivalent to an account statement, and the same applies to reminders for overdrafts of the metal account and access to the self-service portal “My Page.”
The customer’s balance on the metal account shall not be negative. Upon detection of a negative balance, beyond what may appear from a separate agreement, KAR is granted the right to issue an invoice for the sale of metals to the account necessary to cover the negative balance. Such an invoice is due for payment immediately unless otherwise follows from a written agreement. The customer may be given the opportunity to send in metals.
4.4 Interest calculation
The customer’s balance on the metal account is not subject to interest calculation.
If the customer has a negative balance on their metal account, KAR may perform an interest calculation based on the balance converted to the metal’s market value in the current currency at the time of interest calculation.
4.5 Prices and settlement terms
For any transaction to or from the metal account, or for interest calculation, KAR’s current price list and settlement terms apply, cf. Section 5.
4.6 Termination of metal account
A metal account exists until it is terminated by one of the parties. Upon termination, a final settlement of the metal account shall be performed before it is closed.
If verification of the registered customer relationship reveals a breach of KAR’s rules for Responsible Metal Trading, KAR is granted the right to terminate the agreement with immediate effect.
If the customer has a negative balance on the metal account at the time of termination, KAR shall issue sales documentation (invoice).
If the customer has a positive balance on the metal account at the time of termination, KAR shall issue sales documentation (purchase note) according to the provisions of this agreement regarding the sale of metals from an account.
During periodic reviews of its customer register, KAR will deactivate customers who have not had transactions on their customer account in the last five years. In such cases, the customer will receive notice that any remaining balance on the metal account or customer ledger amounting to less than NOK 1,500 will be deleted after three years from the date of the notice.
5. PRICES
The prices and terms that apply at any given time for the purchase of products and services from KAR, unless otherwise specifically agreed or specifically stated in these Terms and Conditions, can be found at www.karasmussen.com. Prices are constantly changing, and we reserve the right to make price changes up until the completion of each individual purchase, as a result of changed prices from our suppliers or currency fluctuations.
6. BREACH OF CONTRACT
6.1 Effects of breach
In the event of a breach, compensation for financial loss may be claimed according to general contract law rules.
Neither party can be held responsible for damage or loss arising from the failure to fulfill contractual obligations if this is caused by circumstances considered force majeure under Norwegian law.
6.2 Limitation of liability
KAR’s liability for financial loss incurred by the customer as a result of KAR’s breach shall always be limited to the customer’s direct, documentable loss. KAR is not liable for the customer’s indirect loss.