1. AGREEMENT
The Terms of Use dictate the terms and conditions that apply for access to and use of the Accumeo Platform, the Accumeo website, and any of the services and applications available on or via such platform or website (together the “Platform”) by the individual reading the Terms of Use and/or any party which has agreed to these terms as incorporated into another agreement (“You” and “Your” will be construed accordingly). The Platform is owned and operated by Accumeo AB, a Swedish limited liability company (“Accumeo”).
By registering on, logging into, or otherwise accessing the Platform, You accept the Terms of Use. Through accepting the Terms of Use, You confirm and warrant that: You have read and understood the Terms of Use; You are legally capable of being bound by them; and You agree to abide by them. If You do not consent to the Terms of Use, You are not permitted to access or utilize the Platform. If You are agreeing to the Terms of Use on behalf of Your employer or another legal entity, You confirm and warrant that: You have full legal authority to bind Your employer or that entity to the Terms of Use, making the expressions “You” or “Your” thereby refer to said employer or entity; You have read and understood the Terms of Use; and You agree to the Terms of Use on behalf of the entity You represent. Should You lack the legal authority to bind Your employer or the applicable entity, please refrain from registering, logging in, or accessing the Platform.
If You are using or accessing the Platform as an employee on behalf of a customer entity that holds a separate agreement with Accumeo governing usage of the Platform, that agreement also applies to Your actions here. In case of any conflict between a provision in the Terms of Use and a provision in that other agreement, the other agreement’s terms will prevail. If You are using the Platform in Your personal capacity, then the Terms of Use govern Your access and usage of the Platform.
2. PRIVACY POLICY
Our privacy policy (the “Privacy Policy”), which is available on the Platform, describes how Accumeo processes the personal information You provide when You access and use the Platform.
By agreeing to the Terms of Use, You also expressly agree to the terms set forth in the Privacy Policy.
Accumeo may modify the Privacy Policy at its sole discretion. Any amendments become effective upon their uploading to the Accumeo website, or as otherwise specified at the time of amedment.
3. THIRD-PARTY INFORMATION
Third parties—such as transaction counterparties, sponsors of liquidity events, companies, or issuers—may supply Accumeo with information and/or documentation intended for You, including links to third-party websites. Accumeo neither investigates nor endorses, warrants, or guarantees, nor assumes responsibility for, the accuracy, legality, validity, security, completeness, or any other characteristic of such information, documentation, or websites, or for any products, services, or investment opportunities offered via them, or for any information You provide to those third parties or provide to Accumeo for transmission to those third parties. Concerning any third parties and their websites, Accumeo is not accountable for their content, policies (including privacy policies), or activities. It is solely Your responsibility to evaluate whether You wish to utilize such information, documentation, or websites. You assume all risk, and Accumeo disclaims any liability connected to Your use of or reliance on that information, documentation, or those websites, as well as for how such third parties handle any information You submit to them.
4. LOGIN INFORMATION
In order to access certain parts of the Platform, You may be given login credentials. These credentials, along with any email address, telephone number, or other contact details You provide or that are provided on Your behalf, make up Your “Registration Information.” You warrant and confirm that all Your Registration Information, as well as any other information You provide to Accumeo, is true, accurate, up to date, and complete. Failure to keep this information accurate may negatively affect how well the Platform functions for You, as well as Accumeo’s ability to communicate with You.
Accumeo will use the email address You have given to send notifications or confirmations of transactions, and You expressly agree that Accumeo and/or its affiliates may also contact You with information regarding Accumeo’s and/or its affiliates’ offerings of services and products.
You acknowledge and accept that You are responsible for safeguarding the confidentiality of Your login credentials. If You notice or suspect any unauthorized use, loss, theft, or compromise of Your credentials, You must immediately inform Accumeo.
5. USAGE OF THE PLATFORM
Your authorization to access and utilize the Platform applies only to You personally and cannot be transferred to any other person or entity. You agree not to use or access the Platform in an illegal or unauthorized manner. For instance, You agree not to:
1. Deploy any automated data extraction or gathering tools (such as robots, spiders, scrapers, deep links, algorithms, or methodologies) to access, acquire, copy, or monitor the Platform without Accumeo’s prior written permission, which Accumeo may withhold at its sole discretion.
2. Redistribute any content or data from the Platform or utilize any content or data provided thereon, other than solely for the specific purpose for which it was offered to You.
3. Use or attempt to use any mechanism, device, software, or program (including but not limited to browsers, spiders, robots, avatars, or intelligent agents) to explore or search the Platform other than the search engines or search tools made available by the Platform, or widely used third-party web browsers.
4. Upload or transmit any file containing viruses, worms, Trojan horses, or any other damaging or disruptive components, or otherwise hinder or disturb the normal operation of the Platform.
5. Attempt to decode, decompile, dismantle, or reverse-engineer any software that forms part of the Platform.
6. Post or transmit any content that is defamatory or libelous, or that reveals personal or private information about any individual without that person’s consent. You are prohibited from posting or transmitting any content that, in Accumeo’s exclusive judgment, promotes behavior that would amount to a criminal act, generate civil liability, violate any law, or is otherwise inappropriate.
7. Post or transmit any content that infringes on third-party property rights, such as unauthorized use of copyrighted materials, trade secrets, or other confidential data, or trademarks or service marks used in a manner that violates others’ rights.
8. Collect or utilize the personal or business contact details of other users without their permission, or post or distribute any promotional materials, advertisements, or any other solicitations for goods or services directed at other users, except in clearly designated sections. Sending unwanted emails, postal correspondence, phone calls, or other communications to individuals or entities whose contact information You have acquired via the Platform is not allowed.
9. Interfere with others’ usage of the Platform, including, but not limited to, disturbing normal discussions in interactive sections of the Platform, removing or altering any content posted by someone else, impersonating another user or entity, or taking actions that put a disproportionate load on the Platform’s infrastructure or adversely affect others’ ability to access the Platform.
10. Circumvent the Platform to execute one or more transactions outside of it with a party that You found through the Platform.
You acknowledge that service interruptions may happen occasionally for a variety of reasons (e.g., equipment malfunctions, technical issues, routine maintenance, security considerations, or software updates, as decided at Accumeo’s sole discretion). Although Accumeo may sometimes announce such interruptions in advance, it is under no obligation to do so, and Accumeo bears no liability for how these interruptions might affect You. Technical or other problems might occur without warning, leading to the inability to obtain data or data loss, personalization settings loss, or similar issues. Accumeo is not responsible for the timeliness, accuracy, non-delivery, deletion, or failure to store user data, communications, or user preferences. Accumeo may also adjust its systems at any time if it finds that necessary or beneficial.
6. CONFIDENTIALITY
The Terms of Use govern, among other topics, the obligations of confidentiality related to information You may access through the Platform. By continuing to have access to the Platform and to confidential information offered by Accumeo, private issuers, or selling shareholders through Accumeo (including on the Platform), You acknowledge that such parties are third-party beneficiaries of the confidentiality provisions laid out in the Terms of Use, and may directly enforce these provisions against You.
Additionally, unless stated otherwise, “Confidential Information” refers to information obtained or submitted under the Terms of Use, as well as any other information concerning the activities and business of You, Accumeo, and certain third parties (as previously mentioned). Both You and Accumeo agree to safeguard such Confidential Information with at least the same level of diligence that each applies to its own confidential information, but in any case, no less than a reasonable degree of care given the circumstances.
The party receiving Confidential Information (“Receiving Party”) may divulge any portion of the Confidential Information to any individual or entity only: as required by law, regulation, or rule; as instructed by the party disclosing such Confidential Information (“Disclosing Party”) and as relevant to the services or products made available via the Platform; and the Receiving Party is not liable to the Disclosing Party (or any other individual or entity) for any damages resulting from the confidentiality breach by parties to whom Confidential Information is revealed at the Disclosing Party’s direction. The Receiving Party may also disclose such Confidential Information to the following persons (each an “Associate”), provided each Associate is informed of the confidential nature of the Confidential Information and is bound by confidentiality obligations akin to those laid out in this Section:
1. The Receiving Party’s directors, officers, and employees;
2. The Receiving Party’s Affiliates (as defined below) and their respective directors, officers, and employees;
3. Any professional advisor, subcontractor, third-party provider, or agent hired or utilized by the Receiving Party or its Affiliate(s), as well as any business or legal consultant engaged to counsel the Receiving Party or its Affiliate(s) in matters relating to their operations.
The Receiving Party agrees it will be held liable for any violations of these confidentiality requirements by its Associates. In the Terms of Use, “Affiliate” denotes any entity (corporation, partnership, limited liability company, joint venture, or other organization) directly or indirectly controlled by, or under the same control as, one of the parties or that party’s parent. “Control” in this context means having, either directly or indirectly, the power to guide the entity’s management, policies, or operations, be it through ownership of voting stock, contractual arrangements, or other means. Once the controlling relationship ends, that organization is no longer considered an Affiliate.
The obligations in this Section will not apply to any Confidential Information that becomes public through no breach by the Receiving Party; was already lawfully obtained on a non-confidential basis by the Receiving Party before being received from the Disclosing Party; is subsequently lawfully gained on a non-confidential basis from a third party; or is formulated independently by the Receiving Party.
You understand and agree that, as permitted by law, Accumeo may at its discretion access, review, store, and disclose Your credentials, usage history, and any content You provide in order to: comply with any legislation, regulations, legal processes, or governmental requests; respond to claims that certain content infringes third-party rights, such as intellectual property rights; enforce the Terms of Use and investigate possible violations; detect, mitigate, or address fraud, security, or technical issues; fulfill Your requests for customer service; or safeguard the rights, property, or personal safety of Accumeo, its users, or the public.
7. ALERTS
Accumeo may furnish automatic or optional alerts relevant to the Platform or relating to Your activity on the Platform. Some automatic alerts may be sent after certain modifications to Your data, such as changes in Your login credentials. You are generally not required to enable these alerts; however, while You might turn off some automatic alerts, Accumeo advises You to keep security-related alerts active.
Optional alerts might be enabled by default in connection with the Platform. Accumeo may introduce new alerts or decide to discontinue certain alerts at its own discretion. Each alert may come with various configuration choices, and You may be prompted to confirm such selections when You activate an alerts feature. All electronic alerts will be delivered to the email address provided to Accumeo.
You acknowledge and accept that alerts You get through the Platform might be delayed or obstructed by many factors. While Accumeo makes every effort to provide timely, accurate alerts, it cannot guarantee their punctual delivery or the preciseness of their content.
8. RIGHTS GRANTED TO ACCUMEO
You allow Accumeo to utilize, without charge, any information, data, passwords, usernames, PINs, log-in details, materials, or other content (collectively, “Account Content”) You submit regarding the Platform so that Accumeo can deliver and enhance the Platform and related services. Accumeo solely owns any ideas, recommendations, requests, or feedback (“Feedback”) You provide in regard to the Platform or Accumeo’s services. Furthermore, You hereby grant Accumeo an irrevocable, perpetual, global, royalty-free, sublicensable, and transferable license to incorporate Your Feedback in any form.
9. RIGHTS TO INTELLECTUAL PROPERTY
The design, layout, and presentation of the Platform (including text, images, graphics, logos, and button icons), editorial matter, photographic content, announcements, software (including HTML-based software), and other materials are safeguarded by Swedish and other relevant copyright, trademark, and additional laws. The materials on the Platform are owned by or licensed to Accumeo and its affiliates, as well as their respective software or content providers. Accumeo grants You permission to view and use the Platform subject to the Terms of Use. You may download or print a copy of materials from the Platform exclusively for the purpose they were presented to You. Any redistribution, re-publication, or electronic copying of content from the Platform, in whole or in part, for purposes beyond that original intent is strictly prohibited without prior written consent from Accumeo.
10. ACCUMEO IS NOT A REGISTERED EXCHANGE, FINANCIAL PLANNER, INVESTMENT ADVISER, OR TAX ADVISER AND THE PLATFORM IS NOT INTENDED TO PROVIDE LEGAL, TAX, INVESTMENT, OR FINANCIAL ADVICE.
11. NOT AN OFFER TO BUY OR SELL
No information displayed on or downloadable from the Platform should be interpreted as an offer or solicitation from Accumeo or its affiliates to purchase or sell any security, nor does it constitute an offer from Accumeo or its affiliates to deliver, or the actual delivery of, legal or investment advice or services.
The Platform might include forward-looking statements regarding certain issuers or securities. If statements featured on the Platform do not concern past or existing facts, they are considered forward-looking statements. Words or expressions like “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” and related terms serve to identify such statements. These are grounded in the applicable issuer’s current assumptions and viewpoints, informed by the data the issuer currently has, but they involve known and unknown risks, uncertainties, and other elements. Such factors may cause actual results, performance, achievements, or financial status to diverge materially from any outcomes indicated by these forward-looking statements. Accumeo bears no obligation to revisit, confirm, or revise any such forward-looking statements following new events, unforeseen developments, or related changes.
Anyone considering buying or selling any securities should perform a thorough evaluation of the relevant issuer and complete that transaction only after conducting their own due diligence and obtaining independent professional advice. Such individuals are strongly encouraged to seek counsel specific to their personal situation from their own legal, financial, tax, accounting, or other professional advisors. You acknowledge that it is Your duty to acquaint Yourself with the terms and conditions of any opportunity revealed through the Platform, including the rules for submitting bids and any associated fees, before putting forward an indication of interest in any bidding procedure.
Accumeo or its affiliates may receive fees associated with opportunities You identify through the Platform. Accumeo or its affiliates might also, or alternatively, charge You a fee for any transaction resulting from an opportunity.
You acknowledge that any parties to a transaction facilitated through the Platform might currently or in the future hold material non-public information (“MNPI”) about the issuer or its securities that has not been revealed to You; such MNPI may suggest a substantially different value than the offered or listed price. You also acknowledge that You have sufficient financial and business expertise to understand the disadvantage of potentially asymmetrical information among prospective parties to a securities transaction.
12. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
“Released Parties” refers to Accumeo, its affiliates, and all of their respective members, managers, directors, officers, employees, agents, partners, licensors, and service providers.
All content and any products or services offered through the Platform are provided “as is” and “as available.” The Released Parties make no promises or guarantees, whether explicit or implied, concerning the Platform’s content or operation. You expressly agree that Your utilization of the Platform is solely at Your own risk.
The Released Parties do not make any representations, warranties, or guarantees—explicit or implied—regarding the accuracy, reliability, or completeness of the Platform’s content, whether such content is created by the Released Parties or a Platform user (including issuers and transaction counterparties). The Released Parties explicitly disclaim warranties of non-infringement, merchantability, or fitness for a particular purpose, along with warranties that arise from any business custom, usage, or course of dealing. The Released Parties likewise make no claims or assurances that the content available through the Platform is free of viruses or harmful code designed to intercept or expropriate personal data or cause damage to any system or data.
13. LIMITATIONS OF LIABILITY
Under no circumstances will the Released Parties be answerable or liable to You or any third party, whether under contract, warranty, tort (including negligence), or otherwise, for any indirect, special, incidental, consequential, exemplary, punitive, or liquidated damages, or lost revenues or profits arising partially or wholly from Your use or inability to use the Platform or from Accumeo’s services provided through the Platform or from the Terms of Use, even if the Released Parties have been advised of the possibility of such damages, or even if such damages could have been reasonably anticipated.
Moreover, the Released Parties bear no responsibility for any failure or delay in their performance resulting from conditions outside their control.
Regardless of any other provisions in the Terms of Use, the Released Parties’ total combined liability to You, regardless of the reason or the nature of the claim, is always limited to either SEK 5,000 (Swedish crowns) or the total amount of fees You have actually paid to Accumeo for accessing or using the Platform or for Accumeo’s services in the year preceding the date on which Your claim arose, whichever is higher.
You agree that any claim emerging from or related to Your use of the Platform must be initiated within one (1) year from the date the claim or cause of action accrued. After that period, such a claim is conclusively barred.
You irrevocably waive, release, and discharge each of the Released Parties from, and agree not to assert, any and all demands, actions, claims, liabilities, or other proceedings (whether known or unknown) that arise from or relate to, directly or indirectly, any data provided by third parties to Accumeo and made available to You as per Section 3 of the Terms of Use.
14. YOUR INDEMNIFICATION OF ACCUMEO
You agree to defend, indemnify, and hold harmless the Released Parties from and against all losses, claims, damages, liabilities, expenses, and costs, including but not limited to reasonable external legal fees or costs incurred in investigating any claim, arising partially or entirely out of or in connection with: Your breach or infringement of any applicable law or regulation; any unauthorized usage of Accumeo’s trademarks, Confidential Information, or customer data; any breach of the Terms of Use committed by You; or any dispute that involves You and any third party.
You irrevocably relinquish and discharge the Released Parties from, and shall not raise, any claim (known or unknown) stemming from or connected to, directly or indirectly, the presence or non-disclosure of MNPI.
15. TERMINATION
The Terms of Use remain in effect as long as You can access the Platform. Accumeo may, at its sole discretion and at any time, end its legal relationship with You and revoke Your right to access the Platform immediately by sending notice to the email address on file for You. Despite any contrary provision, all covenants, representations, assurances, indemnities, and warranties by You in the Terms of Use survive the termination of the Terms of Use.
16. REVISIONS TO THE TERMS OF USE
Accumeo reserves the right, at its sole discretion, to alter the Terms of Use at any time. Such revised terms become enforceable once posted on the Platform. Accumeo may notify You via email about these changes or may announce them on the Platform. Continuing to use the Platform after the posting or receiving such notice constitutes Your acceptance of the updated Terms of Use and related policies.
17. GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement is governed by, and construed according to, the laws of Sweden. Any dispute arising out of the Terms of Use shall be settled via arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (SCC). The arbitrator(s)’ decision is final and binding.
Accumeo reserves the right to bring legal proceedings in Swedish General Courts.
18. MISCELLANEOUS
If any section of the Terms of Use is held by a competent court or arbitrator to be unenforceable, unlawful, or void, the remainder of the Terms of Use remain in full effect, and only that specific portion determined to be unenforceable, unlawful, or void shall be severed.
You agree that Accumeo’s decision not to exercise or enforce any legal right or remedy under the Terms of Use (or applicable law) does not constitute a waiver of any other rights or remedies Accumeo might have.
Except where otherwise stated herein, the Terms of Use represent the entire agreement and understanding between You and Accumeo about the subject matter of the Platform, superseding any previous agreements.
Electronic or scanned copies of the Terms of Use carry the same legal authority as originals. Both parties agree that electronic, facsimile, or digital signatures are equivalent to handwritten signatures.
