Customer Agreement

Effective Date: 30th of June 2025

This Customer Agreement ("Agreement") is made between you ("Customer", "you") and Liquid Noble Pty Ltd (ABN 71 674 454 776) ("Liquid Noble", "we", "us", or "our"). This Agreement governs your access to and use of Liquid Noble’s platform and services for acquiring, holding, and redeeming pool allocated precious metals.

1. Introduction

Liquid Noble sells precious metals to customers in the form of contractual entitlements to specific quantities (by weight) of physical bullion. These metals are sourced from LBMA-accredited refiners and stored by independent third-party bullion service providers.
Each entitlement represents a contractual right to a specific quantity of physical metal within Liquid Noble's inventory reserves. The types of metals available may vary over time.

By using our platform, you agree to the terms and conditions of this Agreement and acknowledge our Privacy Policy.

2. Definitions

Entitlement: A contractual right to a specified quantity (by weight) of physical bullion held within Liquid Noble’s inventory reserves. The Entitlement is:

  • Backed 1:1 by physical bullion held in secure storage by third-party providers;

  • Non-speculative, non-tradable outside the platform, and not usable for payments;

  • Transferable only to another verified Customer within the Liquid Noble platform, subject to compliance checks and platform rules;

  • Does not represent legal or equitable title to specific bullion bars or coins.

3. Nature of the Product

  • Each Entitlement corresponds to an identifiable portion of Liquid Noble’s physically held reserves.

  • Customers receive a contractual right to demand:

    • (a) Sale of the metal to Liquid Noble;

    • (b) Redemption in physical form (subject to applicable fees); or

    • (c) Transfer of the Entitlement to another verified Customer within the Liquid Noble platform.

  • Entitlements are not transferable outside the platform and cannot be traded, pledged, or used as payment instruments.

  • No pooling of customer funds occurs, and there is no collective enterprise; Entitlements are individually tracked in Liquid Noble’s internal inventory management system.

3A. Regulatory Clarification

Liquid Noble provides access to physically-backed, non-speculative consumer bullion holdings. Our services are structured to offer contractual entitlements to precious metals, ensuring compliance with applicable Australian regulations.

Entitlements represent individual, non-fungible contractual rights that are not securitized, pooled, or standardized. Each customer's entitlement corresponds to a specific quantity of physical bullion within our inventory reserves.

The internal transfer functionality is restricted to verified platform users and exists to support legitimate use cases such as account consolidation, gifting, or estate planning. Liquid Noble does not operate a trading platform, secondary market, or order book for Entitlements. All rights are exercised through a closed-loop system.

Liquid Noble’s Entitlements represent individual, non-fungible, non-standardized contractual rights to specific quantities of physically held bullion.

These rights:

  • Are not securitized or pooled;
  • Are not transferable outside the platform;
  • Do not function as a financial instrument, electronic money, or tokenized asset under the EU Markets in Crypto-Assets Regulation (MiCA);
  • Are provided solely for personal ownership, redemption, or storage of physical metal within a closed-loop system.

No collective investment scheme or common enterprise exists. The platform does not facilitate speculative or profit-sharing activities.

3C. Additional Rights for EU Consumers

For customers residing in the European Union, the following additional rights and protections apply under EU consumer protection law:

Pre-Contractual Information

Before confirming any order, EU consumers will receive clear information about:

  • The main characteristics of the precious metals being purchased
  • Total price including all fees, taxes, and delivery costs (where determinable)
  • Payment and delivery arrangements
  • Duration of the contract and conditions for termination
  • Our identity and contact details
  • Complaint handling procedures and dispute resolution

EU consumers benefit from legal guarantees under EU law, including:

  • Goods must be as described and fit for purpose
  • Right to remedies for non-conforming goods within statutory timeframes
  • These rights are in addition to any commercial warranties we may provide

Dispute Resolution

EU consumers may:

  • Bring legal proceedings in their country of residence
  • Access online dispute resolution via the EU ODR platform: https://ec.europa.eu/consumers/odr
  • Contact their national consumer protection authority

Non-Waivable Rights

Nothing in this Agreement affects your statutory rights under EU consumer protection law. Where EU law provides greater protection than this Agreement, EU law shall prevail.

Language

This Agreement is provided in English. By proceeding with our services, you confirm you understand and accept this language limitation. Key contract terms are available in other languages upon request.

4. No Financial Services

Liquid Noble is not a financial services licensee. Our services do not constitute:

  • A financial product;

  • A managed investment scheme;

  • A non-cash payment facility;

  • A currency exchange or remittance service (unless specifically provided).

5. Eligibility

You must:

  • Be at least 18 years old;

  • Complete identity verification (KYC);

  • Not reside in a restricted jurisdiction;

  • Not appear on sanctions or watchlists.

5A. Jurisdictional Restrictions and International Delivery

The Liquid Noble Platform and Services are primarily intended for individuals and entities who are residents of, or incorporated in, Australia. However, delivery of physical bullion may be made available to international customers in eligible jurisdictions, subject to applicable laws, customs regulations, and additional costs.

International Service Provision

By accessing or using the Platform from outside Australia, you acknowledge and agree that:

  • (a) You are solely responsible for ensuring that your use of the Platform, including the purchase, holding, and redemption of precious metals, complies with all applicable laws and regulations in your jurisdiction;

  • (b) Delivery Arrangements: Physical delivery to international locations is subject to:

    • Delivery fees calculated based on destination and logistics requirements
    • Customs duties, import taxes, VAT/GST levied by destination authorities
    • Local legal restrictions and variable lead times (typically 15-30 business days)
    • Insurance costs for international shipments
    • Processing Time: All redemption requests processed within 10 business days

  • (c) Pre-Delivery Quote: International customers will receive a comprehensive delivery quote including all fees before shipment confirmation;

  • (d) Liquid Noble does not guarantee that its Services, or the physical products it offers, are lawful or deliverable in your jurisdiction, and reserves the right to restrict or decline international delivery where compliance, risk, or logistical concerns are identified;

  • (e) If international delivery is not feasible, you may elect to:

    • Maintain your holdings within our storage system;
    • Sell your holdings back to Liquid Noble at the prevailing buyback rate; or
    • Redeem your bullion to a valid Australian delivery address, including that of a third party (see Clause 5B), subject to legal eligibility and platform approval;

  • (f) Liquid Noble does not provide legal, regulatory, or tax advice and accepts no liability for your compliance with foreign laws;

Import Responsibilities

International customers are solely responsible for:

  • All customs duties, import taxes, VAT/GST, and other charges levied by destination authorities
  • Acquiring any necessary import licenses or permits in your jurisdiction
  • Providing required documentation to customs officials for lawful clearance
  • Complying with local importation regulations or restrictions

Important: Prices listed on the Platform do not include overseas customs duties, import taxes, or other destination charges. We strongly recommend consulting your local customs office for specific requirements before placing an order.

Return Policy for Failed Deliveries

If delivery is denied due to unpaid customs charges, missing documentation, or customs refusal, and the parcel is returned to Liquid Noble, you will bear all associated costs including shipping, storage, customs penalties, and administrative handling fees.

5B. Third-Party Delivery (Domestic Only)

Customers may nominate an alternative delivery address within Australia for the physical redemption of bullion, including the address of a family member, trustee, or other third party, subject to the following conditions:

  • (a) The Customer remains fully responsible for the request and must expressly authorise Liquid Noble to deliver the redeemed bullion to the nominated third party;

  • (b) Liquid Noble may request the name, contact details, and relationship of the intended recipient, and may conduct compliance screening where deemed necessary;

  • (c) Delivery to a third party does not confer legal or equitable title to that party unless otherwise arranged independently between the Customer and the recipient;

  • (d) All risk of loss, damage, or dispute arising after delivery to the nominated third party passes to the Customer upon confirmation of delivery by the shipping provider;

  • (e) Liquid Noble reserves the right to refuse, delay, or cancel delivery to a third party at its sole discretion, including where required by law, regulation, internal compliance policies, or risk management protocols. Liquid Noble is not required to provide specific reasons for any such refusal or delay.

Customers are responsible for ensuring that any third-party recipient is legally permitted to receive physical bullion under applicable laws and that the delivery address is accurate and secure.

6. Purchasing and Holding

  • You may purchase precious metals in grams via supported fiat currencies.

  • Your holdings will be shown in your dashboard as a quantity of pool allocated metal.

  • Pricing reflects live spot market rates adjusted for supplier costs, availability, and transaction fees.

  • Holdings are matched to unique segments in our inventory system.

6A. Order Finality

Once an order is confirmed on the Liquid Noble platform, it is considered final and binding.
This policy aligns with industry standards, reflecting the real-time pricing and nature of precious metals markets.

6B. Right of Withdrawal (Order Cancellation)

Due to the nature of physical precious metals as commodities with fluctuating market values, you acknowledge and agree that you do not have a statutory right to cancel an order under Article 16(c) of the EU Consumer Rights Directive.

Once your order is confirmed and payment is received, the transaction is considered final and non-refundable. This policy is consistent with bullion industry practices globally.

6C. Cross-Border Services Disclosure

Service Provision Model

Liquid Noble operates primarily in Australia and may onboard customers from eligible low-risk jurisdictions that meet our eligibility requirements. Each application is reviewed on a case-by-case basis, and our services are delivered from our Australian operations.

Currency and Payment Processing

  • All pricing is calculated in Australian Dollars (AUD) as the base currency
  • Multi-currency payment options may be available through third-party processors
  • Currency conversion rates and associated fees will be clearly disclosed before transaction confirmation
  • International payment processing may involve additional fees from intermediary banks

Regulatory Status

  • Liquid Noble operates under Australian regulatory frameworks
  • Our services are limited to commodity sales; we do not provide financial advice or offer financial products
  • You acknowledge that regulatory frameworks may differ between jurisdictions

Customer Responsibilities

International customers must:

  • Ensure our services are lawful in their jurisdiction
  • Comply with local tax reporting and payment obligations
  • Understand that consumer protections may differ from local standards
  • Seek independent advice on legal, tax, and regulatory implications

Service Limitations

Certain features or services may be restricted based on your jurisdiction due to:

  • Local legal requirements
  • Technical limitations
  • Risk management policies
  • Commercial considerations

7. Selling and Withdrawing

  • You may request to sell your holdings to Liquid Noble for fiat currency, which will be paid to your verified bank account.

  • You may redeem your holdings as physical bullion at any time. All entitlements are fully backed by physical precious metals held in storage. Redemption may be subject to fabrication, handling, delivery, and administration fees, and the form of the physical product (e.g., specific bar size or brand) may be limited to available inventory.

  • Redemption times may vary based on product availability, fabrication lead times, and delivery logistics.

8. Transfers Between Users

  • Customers may transfer part or all of their Entitlement to another verified and KYC-approved Customer within the Liquid Noble platform.

  • Transfers may be initiated for personal use cases, including gifting to family members or friends, subject to all compliance conditions.

  • Such transfers are recorded internally and do not confer or constitute legal or equitable ownership of specific bullion.

  • Transfers cannot be made to non-users or third parties outside the platform.

  • Entitlements may not be traded for value, used as consideration for goods or services, or function as currency or non-cash payment mechanisms.

9. Fees

  • We charge transaction, storage, fabrication, withdrawal, and administration fees.

  • An administration fee applies per redemption order to cover manual processing, logistics coordination, and inter-vault transfers. This fee is fixed per order and does not vary with the number of products redeemed. Customers may reduce costs by consolidating items into a single redemption order where practical.

  • The current Fee Schedule is available at https://liquidnoble.com/docs/fees.

  • We will provide 30 days’ notice of material fee changes. Customers may sell back holdings without penalty during that period if they do not agree to the revised terms.

10. Storage

  • Bullion is stored in Australia with LBMA-accredited third-party storage providers.

  • Customer holdings are fully backed by physical metal held in storage and segregated in our internal inventory system using reserve segment tracking.

  • The storage provider maintains its own commercial insurance policy covering loss, theft, and damage to the physical metal while in their care.

  • Liquid Noble maintains separate insurance policies to cover operational risks, including but not limited to errors in handling, transit losses, and administrative processing failures.

  • These layered protections are designed to ensure that customer holdings are not affected by operational or storage losses.

11. Verification Rights

  • We commission independent audits and reconciliations of reserve holdings.

  • Verified customers may request access to independent audit reports or summary verification findings.

12. AML/CTF Obligations

Liquid Noble Pty Ltd is registered with AUSTRAC as a reporting entity under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) in relation to bullion trading services, a designated service under the AML/CTF regime.

This registration supports our compliance with AML/CTF obligations, including customer identity verification, transaction monitoring, and reporting.

We may delay, restrict, or reject transactions where required by law or where we reasonably suspect unlawful activity or fraud. You consent to ongoing AML/CTF screening and monitoring when using our platform.

13. Risk Disclosures

  • Bullion values fluctuate based on market conditions.

  • Liquid Noble’s services are not insured by the government or protected under deposit insurance schemes.

  • You must make your own decisions and seek independent advice where appropriate.

14. Disclaimers

  • We do not provide financial, investment, legal, or tax advice.

  • Platform services are provided on an "as-is" basis and may experience outages or price variance from market rates.

  • We do not guarantee uninterrupted access or redemption speed.

15. Limitation of Liability

Nothing in this Agreement excludes, restricts, or modifies any rights or remedies you may have under the Australian Consumer Law.

Subject to these rights, our liability for a breach of a non-excludable guarantee is limited, at our option, to:

  • (a) the replacement of the goods or the supply of equivalent goods;

  • (b) the repair of the goods;

  • (c) the payment of the cost of replacing the goods or acquiring equivalent goods; or

  • (d) the payment of the cost of having the goods repaired.

For all other claims, and to the maximum extent permitted by law, our liability to you will not exceed the total amount paid by you for the transaction giving rise to the claim.

15A. Indemnity

You agree to indemnify, defend, and hold harmless Liquid Noble Pty Ltd, its directors, officers, employees, agents, and service providers from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable legal fees) arising out of or related to:

  • (a) your breach of this Agreement;

  • (b) your violation of any applicable law or regulation;

  • (c) your misuse of the Platform or Services; or

  • (d) any third party claim arising from your actions or omissions in connection with your Entitlements or use of the Liquid Noble Platform.

Your liability under this clause will be reduced to the extent that any negligent act or omission by Liquid Noble contributed to the relevant loss or claim.

16. Suspension and Termination

  • Your account may be suspended or terminated if you breach this Agreement or where legal/regulatory risks arise.

  • We may restrict access to Entitlements where legally required or under investigation.

17. Force Majeure

We are not liable for any delay or failure in performance due to causes beyond our reasonable control, including but not limited to natural disasters, wars, cyberattacks, supply chain disruptions, or changes in law.

18. Insolvency

In the event of Liquid Noble’s insolvency:

  • The precious metals held in storage will be sold and the net proceeds distributed to customers in proportion to their recorded Entitlements; or

  • Where practicable, customers who establish verified accounts with our bullion storage provider may have their allocated metal transferred directly, subject to legal and compliance approvals.

19. Tax

  • You are responsible for any taxes, GST, or reporting obligations associated with your transactions.

  • We do not provide tax advice.

  • Physical gold meeting investment-grade specifications may be exempt from GST/VAT in many jurisdictions, including under European Union tax law. Liquid Noble does not charge GST/VAT on orders, and you are solely responsible for determining and paying any GST/VAT, customs duties, import taxes, or other applicable levies in your jurisdiction.

20. Intellectual Property

All content, logos, and technology on our platform are the property of Liquid Noble or our licensors. You may not copy, modify, or distribute any materials without our express written consent.

21. Changes to this Agreement

  • We may amend this Agreement from time to time by publishing the revised version at https://liquidnoble.com/legal.

  • Material changes will be notified to you in advance. Continued use after such notice constitutes acceptance.

22. Governing Law and Dispute Resolution

General Provisions

  • This Agreement is governed by the laws of Queensland, Australia.
  • Any disputes will be referred to and resolved by arbitration in Brisbane under the ACICA Arbitration Rules.
  • Arbitration shall be conducted in English, and the decision will be final and binding.

EU Consumer Protection

For customers residing in the European Union:

  • This Agreement is governed by Queensland law, except where EU consumer protection laws provide greater protection, in which case EU law shall apply to the extent required.
  • EU consumers may bring legal proceedings in their country of residence or in Queensland, Australia.
  • EU consumers may choose to resolve disputes through:

UK Consumer Protection

For customers residing in the United Kingdom:

  • UK consumer protection laws apply where they provide greater protection than this Agreement.
  • UK consumers may bring legal proceedings in their country of residence or in Queensland, Australia.

23. Miscellaneous

  • Entire Agreement: This document contains the entire agreement between you and Liquid Noble.

  • Severability: If any provision is found unenforceable, the rest remains in effect.

  • No Waiver: A failure to enforce a provision does not waive our right to enforce it later.

  • Assignment: You may not assign this Agreement without our consent.

24. Contact

Liquid Noble Pty Ltd
Suite 32, 42 Manilla Street, East Brisbane QLD 4169
Email: compliance@liquidnoble.com
Website: https://liquidnoble.com