Draft for legal review: not yet in force. This document is a starting template. Every item in [square brackets] must be completed, and the whole document must be reviewed by qualified counsel in each jurisdiction where MetalAlert is offered before it is published or relied on. Nothing here is legal advice.

Terms of Service

Last updated: [DATE] · Draft v0.1

1. Who we are and what these terms cover

MetalAlert is operated by Alert Technologies AB, a limited company (aktiebolag) registered in Sweden under organisation number [ORG. NR.], with its registered office at [REGISTERED ADDRESS] ("MetalAlert", "we", "us", "our").

These Terms of Service (the "Terms") form a binding agreement between you and MetalAlert governing your access to and use of the MetalAlert website, web application, email alerts and related services (together, the "Service"). By creating an account, starting a trial, subscribing or otherwise using the Service, you agree to these Terms. If you do not agree, do not use the Service.

These Terms incorporate our Privacy Policy and our Disclosures by reference. Where you enter a separate written agreement with us (for example an order form or master subscription agreement), that agreement prevails over these Terms to the extent of any conflict.

2. Definitions

• "Account": the account you register to use the Service.
• "Content": the probability estimates, model outputs, charts, research-log entries, track-record statistics, documentation and other material made available through the Service.
• "Subscription": a paid plan giving access to the Service for a recurring fee.
• "Trial": the [14]-day no-charge evaluation period described in section 6.
• "Order": your selection of a plan at checkout, or an order form signed by both parties.

3. Eligibility and business use

The Service is intended solely for use by businesses and professionals in the course of their trade, business, craft or profession. By using the Service you confirm that you are at least 18 years old, that you are using it for business purposes and not as a consumer, and that you have authority to enter into these Terms on behalf of the organisation you represent. References to "you" include that organisation.

The Service is offered from Sweden. We make no representation that the Service or its Content is appropriate or available for use in any other location. You are responsible for compliance with local laws where you access it.

4. Accounts and security

• You must provide accurate registration details and keep them up to date.
• You are responsible for all activity under your Account and for keeping your credentials confidential. Notify us promptly at security@metalalert.ai if you suspect unauthorised access.
• An Account is for a single named individual. The Service permits only one active session per Account at a time; sharing credentials or Account access with others is not permitted.
• We may record security-related events (including sign-in times, IP address, approximate location and device information) to protect Accounts, as described in our Privacy Policy.
• We may refuse registration, or reclaim a username, at our reasonable discretion.

5. The service and what it is not

The Service produces calibrated probability estimates for possible future price movements in certain London Metal Exchange metals, together with supporting charts, explanatory summaries and historical track-record information. It is decision-support tooling for procurement, sourcing and treasury teams.

The Service does not provide investment advice, financial advice, or any personal recommendation, and creates no advisory or fiduciary relationship. The Content is not an offer, solicitation or inducement to buy, sell or hold any commodity, security, derivative or other financial instrument, is not a benchmark or index, and is not a research report. Probabilities are estimates about an uncertain future and may be wrong. You are solely responsible for your purchasing, hedging and commercial decisions and should obtain your own professional advice. Please read the Disclosures in full.

6. Free trial

If we offer you a Trial, it runs for [14] days from activation. A valid payment method is required to start a Trial. We will not charge you during the Trial. Unless you cancel before the Trial ends, your Subscription begins automatically at the end of the Trial and the payment method on file is charged the then-current fee for the plan you selected, and for each billing period after that until cancelled.

Trials are limited to one per customer. We may withdraw or shorten a Trial, or decline to offer one, where we reasonably believe the Trial mechanism is being abused (for example, repeated sign-ups using the same payment method), and we may use limited payment-method identifiers to detect this (see the Privacy Policy).

7. Subscriptions, billing and price changes

• Subscription fees, billing frequency and any applicable taxes are shown at checkout or on your Order. Current pricing: [PRICE] per [BILLING PERIOD], plus Swedish VAT (moms) where applicable; business customers elsewhere in the EU may account for VAT under the reverse charge.
• Payments are processed by Stripe. By subscribing you also agree to Stripe's terms. We do not receive or store your full card number.
• Subscriptions renew automatically at the end of each billing period unless cancelled. Each renewal authorises us to charge the payment method on file.
• If a charge fails, we may retry and may suspend access until payment succeeds.
• We may change fees. We will give you at least [30] days' notice before a change takes effect, and the new fee applies from your next renewal. If you do not accept the change, you may cancel before it takes effect.
• Fees are stated exclusive of taxes; you are responsible for any taxes other than taxes on our income. You must provide accurate billing and, where relevant, tax-status information.
• A referral discount, where offered, is applied through Stripe and is subject to its own published conditions.

8. Cancellation, renewal and refunds

You may cancel at any time from your account settings or via the billing portal. Cancellation takes effect at the end of the current billing period; you keep access until then. Cancelling during a Trial ends the Trial and prevents the first charge.

Except where required by law or expressly stated in an Order, fees already paid are non-refundable and we do not provide credits or refunds for partially used periods or unused features. Any statutory cancellation or withdrawal rights that apply to you despite the business-use nature of the Service are unaffected by this section.

9. Acceptable use

You must not, and must not permit anyone else to:

• resell, sublicense, redistribute, or make the Service or Content available to any third party, or use it to build or train a competing product or model;
• scrape, harvest, or systematically extract Content, or access the Service other than through the interfaces we provide;
• copy, frame, mirror, or republish the Content, except limited internal use by your own organisation as reasonably needed for your procurement and hedging decisions;
• share Account credentials, circumvent the single-session limit, or exceed any stated usage limits;
• reverse engineer, decompile, or attempt to derive source code, model weights, or training data, except to the extent this restriction is prohibited by law;
• probe, scan, or test the vulnerability of the Service, or breach or circumvent any security or authentication measure;
• upload malicious code, interfere with the Service's operation, or place undue load on the infrastructure;
• use the Service unlawfully, or in a way that infringes the rights of others or that would bring MetalAlert into disrepute;
• misrepresent the Content (for example presenting a probability estimate as a guarantee, a recommendation, or as MetalAlert's advice) to any third party.

We may investigate suspected breaches and cooperate with law enforcement.

10. Intellectual property and licence

As between the parties, MetalAlert and its licensors own all intellectual property rights in the Service and the Content, including the software, models, feature pipelines, methodology, track-record statistics, and the look and feel of the platform. No rights are granted except as expressly set out here.

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence during your Subscription (or Trial) to access and use the Service, and to use the Content internally within your organisation for your own procurement, sourcing, hedging and treasury decision-making.

If you send us feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use them without restriction or obligation to you.

"MetalAlert" and our logos are our trademarks. You may not use them without our prior written consent.

11. Third-party data and services

The Service depends on data and infrastructure from third parties, including market and reference-data providers, payment processing (Stripe), email delivery, IP geolocation, and cloud hosting. We are not responsible for third-party data errors, outages, or changes, and third-party terms may apply to their components. The Service may contain links to third-party sites, which we do not control or endorse.

12. Availability, changes and beta features

We aim to keep the Service available but do not guarantee uninterrupted or error-free operation. We may modify, suspend, or discontinue features, update the methodology or models, or change how the Content is presented, at any time. We may offer features labelled beta, preview, or experimental; these are provided "as is", may be changed or withdrawn, and are excluded from any service commitments.

13. Disclaimers

To the fullest extent permitted by law, the Service and the Content are provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, and any warranties arising from course of dealing or usage of trade.

Without limiting the above, we do not warrant that the probability estimates or any other Content are accurate, complete, timely, or will produce any particular commercial outcome, that historical calibration or backtest results predict future results, or that the Service will meet your requirements. Some jurisdictions do not allow the exclusion of certain warranties; in that case the excluded warranties are limited to the minimum period and extent permitted by law.

14. Limitation of liability

Nothing in these Terms limits or excludes either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited or excluded by law.

Subject to the paragraph above, to the fullest extent permitted by law:

• we are not liable for any loss of profits, revenue, savings, goodwill, business, contracts, or anticipated savings; for losses arising from procurement, trading, hedging, or pricing decisions; or for any indirect, special, incidental, consequential, or punitive damages, in each case however arising and whether or not foreseeable; and
• our total aggregate liability arising out of or in connection with the Service and these Terms in any 12-month period is limited to the greater of (a) the fees you paid to us for the Service in that period, and (b) [SEK 1,000 / EUR 100].

You acknowledge that the fees reflect this allocation of risk and that you are responsible for maintaining your own risk-management, hedging, and verification processes.

15. Indemnity

You will indemnify and hold harmless MetalAlert and its officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising from your breach of these Terms, your misuse of the Service or Content, your infringement of any third party's rights, or your reliance on the Content in dealings with any third party.

16. Suspension and termination

We may suspend or terminate your access immediately if you materially breach these Terms, fail to pay, use the Service in a way that risks harm to the Service or others, or where required by law. We may also terminate for convenience on reasonable notice, in which case we will refund any prepaid fees covering the period after termination.

On termination your licence ends and you must stop using the Service and Content. Sections that by their nature should survive (including 5, 9–11, 13–19, 21) survive termination. We may delete Account data after termination in line with our Privacy Policy.

17. Confidentiality

Non-public information disclosed by one party to the other that is marked or reasonably understood to be confidential (including our pricing, methodology details, and non-public Content) must be kept confidential and used only to exercise rights or perform obligations under these Terms, except where disclosure is required by law.

18. Changes to these terms

We may update these Terms from time to time. If a change is material, we will give reasonable notice (for example by email or an in-product notice) before it takes effect. Your continued use of the Service after the effective date constitutes acceptance. If you do not accept a change, you must stop using the Service and may cancel.

19. Governing law and disputes

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) are governed by the laws of Sweden, without regard to its conflict-of-laws rules and excluding the UN Convention on Contracts for the International Sale of Goods (CISG). The Stockholm District Court (Stockholms tingsrätt) is the court of first instance for any dispute, without prejudice to any mandatory rights you may have to bring proceedings in your local courts. [If arbitration is preferred, replace this section with an arbitration clause: for example, arbitration under the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce (SCC), seat Stockholm, proceedings in [English/Swedish], plus any class-action waiver; then confirm enforceability in the relevant jurisdictions.]

20. General

• Assignment. You may not assign these Terms without our consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
• Entire agreement. These Terms, the Privacy Policy, the Disclosures, and any Order are the entire agreement between the parties on their subject matter and supersede prior discussions.
• Severability. If any provision is unenforceable, the rest remains in effect and the provision is modified to the minimum extent necessary.
• No waiver. A failure to enforce a provision is not a waiver.
• Notices. We may give notice by email to your Account address or by posting in the Service. Legal notices to us must be sent to legal@metalalert.ai and [REGISTERED ADDRESS].
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
• Relationship. The parties are independent contractors; these Terms create no partnership, agency, or employment relationship.
• Third-party rights. No one other than the parties has any right to enforce these Terms.

21. How to contact us