Legal Documents

Terms & Conditions

Terms & Conditions

Last updated: 10 Jul 2025

1.DEFINITIONS

1.1. In these General Terms and Conditions, the terms listed below shall be defined as follows, unless the context indicates otherwise:

Account” means the account of the client on the Platform of the Company.

Advance Payment“– means an amount in Euros, which shall be paid by the Client before the execution of the Purchase Order. The required amount of Advance Payment will be shown in the account of the Client at the Platform.

Agreement” – means the Physical Copper Agency Trade Execution Agreement, which includes also this General Terms and Conditions.

Business Day” – means a day when both the London Metal Exchange (LME) and the Platform operate, excluding weekends and public holidays on corresponding jurisdictions. The operating hours will be published at the Platform.

Client” – means the natural person or legal entity which has signed the Agreement.

Client Profile” – means the profile of each client trading on the Platform.

Client Wallet” – the account opened by the Company for the Client for the storage of the Copper Coins.

Commission Fee” – means the fee the Client has to pay for the execution of an Order as determined in the Agreement.

Company” – means ALCUM AG, c/o Amicorp, Dammstrasse 16, CH-6300 Zug, Switzerland.

Copper” – means physical Copper which shall be purchased and (or) sold on behalf of the Client by the Company in accordance with the terms and conditions (including quantity and quality) stipulated in the Agreement.

Copper Lot” – means a standardized quantity of Copper, weighing 25 metric tonnes.

Copper Price” – means the Purchase Price and (or) Sales Price, as indicated in the Agreement, the individual Order, or the Account of the Client on the Platform.

General Terms and Conditions“ (GC) – means this document, which is published on the Company’s website http://alcum.com.

KYC Requirements” – means the know-your-client-requirements of the Platform, the Company, and/or the Warehouse.

Order” – means a binding instruction made by the Client to the Company to either purchase or sell Copper. The Client can provide these Orders using the Platform, and the Company will execute them according to the terms and conditions stipulated in the Agreement.

Party” – means any party to the Agreement.

Platform” – means the Company’s proprietary trade execution platform accessible via https://alcum.com.

Purchase Price” – means the gross amount for the purchase of Copper in accordance with this Agreement.

Safekeeping Fee“ – means the fee a Client has to pay for the safekeeping of the Copper in the Warehouse as determined in the Agreement.

Sales Price” means the sales price of the Copper that will be sold by means of the Sales Order.

Sanctioned Person” – means any Person that (i) is, or is owned or controlled, either directly or indirectly, by, or is otherwise acting on behalf of a Person that is the subject of any Sanctions; or (ii) part of, controlled by, or owned by the government, or any agency or instrumentality of the government, of a Comprehensively Sanctioned Country or Territory.

Sanctioned Country or Territory” – means a country or territory that is, or whose government is, the subject of Sanctions, including but not limited the Crimea Region of Ukraine, the Democratic Republic of North Korea, the Donetsk People’s Republic, the Luhansk People’s Republic, Iran, Sevastopol, Sudan, Syria and Russia.

Sanctions” – means any trade, economic or financial sanctions administered or enforced by the U.S. Department of Treasury's Office of Foreign Assets Control, the United Nations Security Council, the European Union, His Majesty's Treasury, or other authorities.

Sales Price” – means the gross price for which the Copper will be sold.

Services” – means the various functions and activities provided by the Company to the Client under the terms of the Agreement. These services include, but are not limited to, the purchase and sale of Copper, the management of the Client's Wallet, and any other related services as stipulated in the Agreement.

Special Conditions” (SC) – means specific provisions and requirements agreed by both Parties in the Agreement.

Warranty Date”- means the date on which the Company warrants the quality of the purchase Copper.

Warehouse” – means the warehouse where the Copper purchased on the basis of the Purchase Order will be stored and as stated in the Agreement.

Warehouse Receipt” – is a non-negotiable document issued by the Warehouse in accordance with applicable Swiss law listing the Copper stored, serving as proof of ownership and storage for the Client.

1.2. The terms and conditions specified in the Agreement shall prevail over all other provisions stipulated in GS.

1.3. The Client shall be conclusively deemed to have accepted all terms and conditions of the Agreement, and to have entered into the Agreement with the Company upon the signing of the SC.

2. SUBJECT OF THE AGREEMENT

2.1. The Parties hereby agree that the Company shall purchase and (or) sell Copper on behalf of the Client in accordance with the terms and conditions stipulated in the Agreement (including annexes and (or) Orders), and the Client shall pay the remuneration to the Company as specified therein.

2.2. The Copper shall conform to the specifications outlined in the Order.

2.3. By signing of the Agreement:

2.3.1. the Client instructs the Company to open a Client Wallet;

2.3.2. the Client can purchase and sell Copper;

2.3.3. the Client instructs to put the purchased Copper in the name of the Company, but on behalf of the Client, in custody with a Warehouse in accordance with this Agreement.

3. REGISTRATION AND PROFILE CREATION

3.1. To use the Services provided by the Company, the Client must create a profile and complete the “know your client” (KYC) procedures.

3.2. The Client Profile will be created and the Account will be opened only after passing the KYC Procedures. If the KYC Procedures determine that the Client's risk is unacceptable, the Company has the right not to enter into the Agreement.

3.3. The Client must keep its login details secure and not disclose them to third parties. This means that the Client should take all necessary precautions to protect their login information from unauthorized access. If the Client suspects that their login details have been compromised, he/she should immediately notify the Company and take steps to secure their profile.

3.4. The Client must at all times be in compliance with the compliance, sanctions, and regulatory requirements applicable and update its Client Profile immediately if there is a material change of the information provided in its Client Profile.

4. ORDERS EXECUTION. ADVANCE PAYMENT

4.1. The current prices for the purchase or sale of Copper are indicated on the Platform during normal trading hours.

4.2. The legally binding Purchase Price and (or) Sales Price are stated in the corresponding Purchase Order or Sales Order. The Company reserves the right in its sole discretion not to execute any binding Order given by the Client in case of extraordinary market situations.

4.3. The Purchase Price and/or Sales Price consists of (i) the Copper Purchase Price or Sales Price; (ii) Commission Fee; and other costs, indicated in the Orders, the Agreement, and (or) the Platform.

4.4. The Company will confirm the execution, rejection, or termination of any Order given by the Client in the Account of the Client on the Platform.

4.5. Client Orders can only be executed on Business Days during normal trading hours when the Platform is operational.

4.6. All amounts received under the Agreement by the Company shall be gross, meaning made without any deduction, withholding, charge or levy for or on account of any taxes. If any such taxes are so required to be deducted, withheld, charged or levied by the Company, the Client is immediately obliged under Company‘s request to pay such amounts to the Company (“Additional Amounts”).

4.7. The Client is aware and acknowledges that Purchase Orders can typically only be executed if the required Advance Payment is paid by the Client respectively if there is sufficient funds on the Account to cover the Advance Payment. Paid and/or charged Advance Payment are shown in the Client Account.

4.8. Any Advance Payments made by the Client exceeding the Advance Payment charged by the Company will be used to set-off the amount against the Purchase Price due.

4.9. The Client Order will be executed by the Company according to the conditions stipulated in the Agreement and a specific Order. Orders can only be submitted through the Platform.

4.10. The purchase price of the Copper shall be paid by the Client to the Company according to Section 7 of the GC.

5. DELIVERY, WAREHOUSE RECEIPT ISSUANCE AND DEFECTS VERIFICATION

5.1. The purchased Copper shall be delivered to the Warehouse.

5.2. Name and address of the Warehouse are set forth in the SC and the Purchase Order.

5.3. At the Warehouse after the transportation of the Copper, the Company is obliged to verify whether the delivered Copper has any visible defects, wear and tear or loss caused by transportation that do not meet the quality and quantity requirements of the Purchase Order. In case of material issues, the Company will inform the Client within a reasonable time and contact the transportation company to investigate the reason and take other adequate steps.

5.4. As of the day of reception of the Copper in the Warehouse, the Company shall issue a Warehouse Receipt that will be kept in custody by the Company.

6. WARRANTY

6.1. The Company guarantees that the Copper purchase for the Client conforms to the agreed specifications at the time of purchase.

6.2. The Client shall make a warranty claim in writing to the Company within 5 (five) business days of discovering any defect, damage, or non-conformity of Copper due to a cause attributable to the Company during the Warranty Date.

6.3. The remedies arising out of the warranty shall be limited to replacing the defective, damaged, or non-conforming Copper only, and does not cover normal wear and tear, storage, or misuse by the Client of the Copper, punitive damages, the payment of penalties, or the reparation or compensation for direct or indirect losses, including any consequential loss, incidental loss, loss of profit, earnings, or opportunity resulting from the defect, damage, or non-conformity of the Copper. For the avoidance of doubt, replacement of the Copper shall only be conducted by the Company after the inspection and acceptance of the non-conformity of the Copper to the agreed specifications.

6.4. The Client shall grant the Company the possibility to remedy the defective, damaged, or non-conforming Copper.

6.5. Subject to the foregoing clauses, in any event the warranty shall be limited to the amount of the Purchase Price paid by the Client and as specified in the SC and the related Invoice.

7. PAYMENT TERMS OF THE PURCHASE PRICE

7.1. The Client is obliged to pay to the Company the Purchase Price, as set out in the Purchase Order, under the terms specified in SC and the specific Purchase Order.

7.2. Advanced Payment shall be made prior to the execution of the Purchase Order as described in the Section 4 of the GC.

7.3. The Client is obliged to pay the remaining part of the Purchase Price, as well as the applicable Commission Fee within the payment period as specified in the corresponding Order.

7.4. Any delay in the payment is subject to an additional interest of 18 % (eighteen per cent) as stated in the Clause 15.8 of these GC.

7.5. In case the residual part of the outstanding Purchase Price is not paid within 30 Business Days since the execution of the Purchase Order, the Company reserves the right to sell the purchased Copper to make whole on the outstanding Purchase Price. The Purchase Price going beyond the remaining Purchase Price will be transferred to the Account of the Client.

8. TITLE TO OWNERSHIP AND RISK TRANSFER

8.1. The Client shall acquire ownership rights in the purchase Copper when both of the following conditions are met: (i) the Client has fully paid the Purchase Price; and (ii) the Warehouse Receipt have been issued hereunder.

8.2. The risk of loss or damage to the Copper that is kept with the Warehouse shall be transferred from the Company to the Client from the moment on in which a Warehouse Receipt has been issued.

9. SAFEKEEPING OF COPPER IN THE WAREHOUSE

9.1. The Copper will be stored in the Warehouse which is described in SC and (or) Order.

9.2. The Warehouse shall take the Copper into custody. It shall be liable for any loss or damage to the Copper only to the extent caused by its gross negligence or wilful misconduct. The Warehouse’s liability shall be limited to 95% of the official LME copper settlement price per metric ton, denominated in the same currency as specified in the main contract (either EUR or USD), based on the market price applicable on the date of the incident, unless otherwise agreed in writing.

9.3. The Client may inspect the stored Copper during normal business hours upon 2 Business Days’ notice. Release of Copper shall be made only upon the written instruction of the Client or in case of a sale of the Copper through the Platform.

9.4. The Warehouse shall maintain insurance coverage for fire, theft, and water damage, covering the stored Copper up to a total amount of EUR 600,000 (six hundred thousand euros), or the equivalent amount in USD at the official exchange rate at the time of the incident, per individual occurrence.

9.5. For the Copper safekeeping in Warehouse the Client is obliged to pay to a Company a yearly Safekeeping Fee, which is stipulated in the SC.

9.6. The Client is obliged to pay the Safekeeping Fee within 5 Business Days from the moment of issuance of the corresponding invoice.

9.7. In case the Safekeeping Fee is not paid within 60 days since the issuance of the corresponding invoice, the Company reserves the right to sell the safekept Copper to make whole on the outstanding Safekeeping Fee. The proceeds raised by selling the safekept Copper going beyond the outstanding Safekeeping Fee will be transferred to the Account of the Client.

10. EXECUTION OF COPPER SALES TRANSACTIONS

10.1. The Client has a right to sell Copper within the limitations established in this Clause and Clause 10.3 by submitting the Sales Order to the Company. The Client is required in the Sales Order to state detailed information regarding the Sales Price and any other requested information. The Sales Price will be indicated in the Account when a Sales Order is submitted. The Company will charge a Commission Fee for each Sales Order. The Company will confirm the execution, non-execution, cancellation or Termination of the Sales Order in the Account of the Client.

10.2. The Client is only permitted to sell the up to the quantity of Copper that was purchased through the Platform and stored in the Warehouse. No short sales of Copper are permitted.

10.3. The proceeds received from the execution of a Sales Order shall be transferred to the bank account specified in the Client Profile within 5 Business Days since the execution of the Sales Order.

10.4. If the transportation of the Copper purchased by means of a Purchase Order is organised by the Company (the Client ordered that services), the Client shall pay a Transportation fee as set forth in the Agreement, unless the Parties agree otherwise.

10.5. The Commission Fee levied on a Purchase Order or Sales Order is stipulated in SC and (or) Order. The Client shall pay the Commission Fee within 3 Business Days since the execution of the Order. In case of a Sales Order, the Company will deduct the Commission Fee from the Sales Price of the Copper.

10.6. The Sales Order will be not executed if:

10.6.1. The Client has not fulfilled its obligation to pay the Commission Fee;

10.6.2. The Client did not comply with a duty, stipulated in the Clause 10.2 of GC.

10.7. Any delay in the payment of the Commission Fee is subject to an additional interest of 18 % (eighteen per cent) as stated in the Clause 15.8 of these GC.

10.8. In case the residual part of the outstanding Commission Fee is not paid within 30 days since the execution of the Order, the Company reserves the right to sell the purchased Copper to make whole on the outstanding Commission Fee. The proceeds arising from the Sale of the Copper going beyond the remaining outstanding Commission Fee will be transferred to the Account of the Client.

11. OPERATION OF THE PLATFORM

11.1. You will be required to create an Account to access the Platform. You agree to use the Platform only for lawful purposes and in a manner that does not infringe the rights or restrict the use and enjoyment of the Platform by any third party. Prohibited conduct includes but is not limited to:

11.1.1. Using the Platform for any unlawful purpose.

11.1.2. Transmitting any harmful, unlawful, or otherwise objectionable content.

11.1.3. Interfering with the operation or security of the Platform.

11.2. All content, trademarks, logos, and intellectual property on the Platform are owned by or licensed to the Company and are protected under applicable copyright and intellectual property laws. Users are granted a limited, non-exclusive, non-transferable license to access and use the Platform for personal or internal business purposes only. The Platform is provided “as is” and “as available” without warranties of any kind, either express or implied. We do not guarantee that the Platform will be uninterrupted, secure, or error-free.

11.3. The Platform may contain links to third-party websites or services. We do not endorse or assume responsibility for any third-party content, products, or services.

12. FORCE MAJEURE

12.1. The Company shall be wholly or partially prevented from carrying out its obligations under the Agreement due to circumstances beyond the reasonable control of the Company (“Force Majeure”), including but not limited to: fire, flood, storm, earthquake, other serious natural disasters, acts of God, strikes, riots, elements of war, military operations of any kind, terrorism, epidemics, outbreak of disease, shortage of power, transportation, materials, and energy resources, blockade or prohibitions of export or import, labour dispute, strike, change of any local, national, or international law, governmental order or regulation; such obligations shall be suspended as long as the Force Majeure continues, and no default or liability of the Company for non-compliance occasioned thereby shall exist or arise.

12.2. The Company shall promptly notify the Client in writing when it is affected by any Force Majeure event. The notice must:

12.2.1. specify the obligations it cannot perform;

12.2.2. describe the event of Force Majeure;

12.2.3. estimate the time during which the event of Force Majeure will continue; and

12.2.4. specify the measures proposed to remedy the Force Majeure.

12.3. In the case that the Force Majeure continues for more than ninety (90) days from the date of its commencement, both Parties shall be entitled to unilaterally terminate the Agreement by written notice to the other Party, without prejudice to any of the rights of the Company accrued prior to the termination date.

13. EVENT OF DEFAULT

13.1. Each of the following events or circumstances constitutes an event of default (each, an “Event of Default”):

13.1.1. The Client does not pay the Company the full or partial Purchase Price within the terms and conditions specified in the Agreement;

13.1.2. The Client breaches its representations and warranties, set out in this Agreement and does not remedy the breach within 10 Business Days from the written request of the Company;

13.1.3. The Client become Sanctioned Person as it is constituted by applicable laws and established by the Agreement;

13.2. The Client is presented with a petition, or is involved in a proceeding, or an order is made, or an effective resolution is passed, or any other step is taken by any person for the winding-up, insolvency, dissolution or bankruptcy or any other similar event of the Client, or for the appointment of a liquidator, receiver or similar officer of any party or of all or any part of its business or assets;

13.3. The Company fails to sell and deliver Copper to the Client on the terms and conditions set forth in this Agreement within 10 (ten) Business Days of receipt of notice from the Client notifying the Company of such default.

13.4. The Client is in material breach of the Agreement, the Order, or any other agreement between the Parties and does not remedy the breach within 10 (ten) Business Days since the written request of the Company to do so.

13.5. The Client does not comply with any KYC Requirements, compliance requirements, regulatory requirements or any other legal requirements and does not cure such breach within 10 Business Days since the written request to do so by the Company.

14. REMEDIES

14.1. If the Company fails to sell and deliver Copper to the Client, the Client could:

14.1.1. Notify a Company that the Company failed to sell and deliver the Copper;

14.1.2. Terminate the Agreement if an Event of Default occurs according to the order set forth in the Section 18 of the Agreement.

14.2. If an Event of Default occurs and is continuing, the Company shall have the right to take any or all of the following actions in its sole discretion:

14.2.1. To apply interest rate as it is established in the Clause 15.8 of the Agreement;

14.2.2. To terminate the Agreement if the Client is more than 14 (fourteen) days late in paying the Purchase price in part or in full.

14.3. The Company shall have the right to deduct the interest (as set out in Clause 15.8 of the Agreement) owed to it from the payments received for purchasing of Copper from the Client (if any) for the entire period of delayed payment by the Client. If the Agreement is terminated, the Company will refund the Client the money (if any was transferred), after deducting the payable amounts and interest owed.

14.4. If the Agreement is terminated due to Company’s fault, the Company shall refund all money to the Client, which was transferred to the Company for the purchase of Copper.

15. LIABILITY

15.1. The Parties shall be held liable for the non-fulfilment or improper fulfilment of their obligations.

15.2. The Company shall be held liable for damages incurred by the Client and is obligated to compensate the Client solely for direct losses, provided that such Client’s damages are attributable to the Company's fault.

15.3. The Client shall be held responsible for any damage caused to the Company as a result of their own wrongful actions. This responsibility encompasses direct losses that arise due to the Client's negligence, misconduct, or failure to adhere to the agreed-upon terms and conditions. The Client is obligated to compensate the Company for any direct losses incurred, ensuring that the Company is made whole for the damages suffered due to the Client's actions.

15.4. The Parties shall not be held accountable for the non-fulfilment or improper fulfilment of their obligations if such non-fulfilment or improper fulfilment is caused by _force majeure _circumstances.

15.5. The Company is not liable if it has suspended the provision of Services or operations to the Client based on grounds specified in legal acts or these Terms and Conditions.

15.6. The Company shall not be held liable for any activities, actions, or omissions carried out by third parties. This includes, but is not limited to, any errors, misconduct, or negligence on the part of the third Parties that may result in damages or losses to the Client. The Company’s liability is strictly limited to its own actions and obligations, and it does not extend to the conduct or performance of external entities or individuals that are not directly under the Company’s control.

15.7. The Company shall not be held liable for the Client's losses resulting from fluctuations in the Client's assets.

15.8. If any Party delays the payment of any amount under the Agreement (including but not limited to Additional Amounts hereunder), it is subject to an additional interest of 18 % (eighteen per cent) per annum of the outstanding amount accruing from the due date up to the date on which the outstanding amount is paid in full.

15.9. If Client delays paying Purchase price of the Copper, the Client in addition to the interests stipulated in the Clause 15.8 of GC shall pay fine which is equal to the Advance payment. The Parties agree that this fine represents the minimum damages for non-performance of obligations of the Client.

16. LIMITATIONS OF LIABILITY

The Company shall be liable only for the direct loses of the Client. The Company’s liability is always limited to the equivalent of the fees earned by the Company, except the cases and to the extent that such limitation is prohibited under applicable law.

17. REPRESENTATION AND WARRANTIES

17.1. By signing the Agreement, each Party represents and warrants to the other Party that:

17.1.1. It is duly organized, validly existing, and in good standing under the laws of its jurisdiction of incorporation or formation;

17.1.2. It has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder;

17.1.3. The execution of this Agreement and the performance of its obligations do not and will not violate any agreement to which it is a party or by which it is bound;

17.1.4. The Party is financially capable and can fulfil its obligations under the Agreement.

17.2. The Company represents and warrants to the Client that the Company has all necessary licenses, permits, and approvals required to perform its obligations under this Agreement.

17.3. The Client represents and warrants to the Company that:

17.3.1. The Client has the necessary authority to enter into this Agreement and to perform its obligations hereunder;

17.3.2. The Client will comply with all applicable laws and regulations in connection with its performance under this Agreement;

17.3.3. The Client has obtained all necessary consents and approvals required to enter into and perform this Agreement;

17.3.4. The Client is not a Sanctioned person or in other way (via partners, shareholders) has no relations with Sanctioned persons.

18. TERMINATION OF THE AGREEMENT

18.1. The Company shall have the right (but not the obligation) to terminate the Agreement by sending termination notice with a notice period of at least 14 (fourteen) days until the anticipated termination takes effect to the Client upon the occurrence of any of Client’s Event of Default as set forth in the Section 13 of the Agreement.

18.2. If a Client’s Event of Default occurs as set out in Clauses 13.1.3 or 13.1.4 of the Agreement, the Company shall have a right to terminate this Agreement unilaterally with immediate effect, without sending a prior notice to the Client.

18.3. The Client shall have the right (but not the obligation) to terminate the Agreement by sending termination notice with a notice period of at least 14 (fourteen) days until the anticipated termination takes effect to the Company upon the occurrence of any of Company’s Event of Default as set out in the Section 13 of the Agreement.

18.4. The Agreement could be terminated under other grounds directly specified in the Agreement (i.e._ Force Majeure_).

18.5. The termination hereof for any reasons shall be without prejudice to any rights, claims or liabilities of the Company hereunder accrued prior to the termination including, but not limited to, any claim for damages, compensation, costs or expenses to which the Company is entitled pursuant to the Agreement or the applicable law.

19. CONFIDENTIALITY

19.1. For the purposes of this Agreement, "Confidential Information" shall include, but is not limited to, the terms and conditions of this Agreement, commercial information, and any information about the Parties, which was submitted to other Party as a result of execution of the Agreement.

19.2. Each Party agrees to:

19.2.1. Maintain the confidentiality of the Confidential Information and not disclose it to any third party without the prior written consent of the other Party;

19.2.2. Use the Confidential Information solely for the purposes of performing its obligations under this Agreement;

19.2.3. Take all reasonable steps to protect the Confidential Information from unauthorized access, use, or disclosure.

19.3. The obligations of confidentiality shall not apply to any information that:

19.3.1 Is or becomes publicly available through no fault of the receiving Party;

19.3.2 Is already in the possession of the receiving Party without an obligation of confidentiality;

19.3.3 Is independently developed by the receiving Party without use of or reference to the Confidential Information;

19.3.4 Is disclosed to Company’s lawyers, auditors, IT service providers, other third parties, which provide services under the agreements to the Company;

19.3.5 Is required to be disclosed by law, regulation, or court order, provided that the receiving Party gives prompt written notice to the disclosing Party and cooperates in any efforts to limit the disclosure.

19.4. The obligations of confidentiality set forth in this section shall remain in effect for a period of ten (10) years from the date of disclosure of the Confidential Information.

19.5. Upon termination of this Agreement or upon request by the disclosing Party, the receiving Party shall promptly return or destroy all copies of the Confidential Information in its possession or control.

20. PERSONAL DATA

20.1. Each Party shall comply with all applicable data protection laws and regulations in relation to the processing of personal data under this Agreement.

20.2. The purposes for which the Company, as the data controller, will process general data, information, and documents, as well as personal data: (i) provide Services; (ii) management of Client relationships and marketing; (iii) fulfilment of legal obligations; (iv) improvement of the Company's services; and (v) other purposes specified in the Company's Privacy Policy.

20.3. The restrictions on disclosure of personal data also are regulated by Confidentiality clauses (Section 19 of the Agreement).

21. COMMUNICATION AND INFORMATION EXCHANGE

21.1. All information required to be provided to the Client under this Agreement shall be delivered either via email, as specified in the Agreement, or through the Platform.

21.2. The Client shall submit any required information to the Company via email or through another communication method mutually agreed upon by the Parties.

21.3. For the purposes of this Agreement, any information received by 5:00 p.m. CET on a Business Day shall be deemed to have been submitted on that same day.

22. GOVERNING LAW, JURISDICTION

22.1. The Agreement shall be governed by and construed in accordance with the laws of Switzerland.

22.2. Any dispute arising out of or in connection with this Agreement will be settled through negotiation. In the event of a failure to reach an amicable settlement, the dispute must be settled in accordance with the procedure stipulated below.

22.3. Any dispute, controversy, or claim arising out of, or in relation to, this Agreement, including regarding the validity, invalidity, breach, or termination thereof, shall be adjudicated by the Commercial Court of Zurich.

23. AMENDMENT AND ENTIRE AGREEMENT

23.1. The TC may be amended unilaterally at the initiative of the Company. The TC will be published on Company’s website http://alcum.com.

23.2. The SC and other annexes of the Agreement may be amended only in writing duly signed by the authorized representatives of each of the Parties.

23.3. The Agreement constitutes the entire agreement and understanding of the Parties with respect to the provision of Services and supersedes all other written and/or oral agreements or arrangements made between the Parties prior to the date of the Agreement.

23.4. The Parties hereby agree that Agreement may be signed with electronic signature agreed by both Parties and using Platform functionality. An Agreement signed with an electronic signature is equivalent to a handwritten signature. The Parties confirm that this method of signing the Agreement is acceptable to the Parties.

24. GENERAL PROVISIONS

24.3. All notices, requests, demands and other communications under this Agreement shall be in writing, including by electronic mail, and shall be deemed to have been duly given if delivered by hand, courier, registered post, ordinary mail or electronic mail to the addresses of the Parties set out in the SC of the Agreement.

24.2. The Parties undertake to immediately inform each other of any changes in their contact details which are set out in the Agreement.

24.3. If any provision of the Agreement or part thereof is rendered void, illegal or unenforceable by any legislation to which it is subject, it shall be rendered void, illegal or unenforceable to that extent and it shall in no way affect or prejudice the enforceability of the remainder of such provision or the other provisions of the Agreement.

24..4. No failure or delay by any Party in exercising any right hereunder shall operate as a release or waiver thereof. Furthermore, no single or partial exercise of any right under this Agreement shall preclude any other or further exercise of such right.

Alcum logo
Legal & Regulatory
Help & Support
Contact us+34 961 679 316[email protected]Dammstrasse 16, CH-6300 Zug, Switzerland
ALCUM AGReg. No.: 877175