GENERAL TERMS AND CONDITIONS

ISE Institut für Seltene Erden und Metalle AG | Version August 2026

1. Scope, Provider and Fundamental Nature of Activities

(1) These General Terms and Conditions (hereinafter "GTC") govern the contractual relationships between ISE Institut für Seltene Erden und Metalle AG, Furrengasse 21, 6004 Lucerne, Switzerland (hereinafter "ISE") and its customers and users (hereinafter collectively the "Customer") in relation to the services offered by ISE, unless more specific contractual terms apply to a particular service.

(2) ISE is represented by Arndt Uhlendorff, CEO / Member of the Board of Directors. Any deviating or supplementary terms and conditions of the Customer shall apply only if ISE has expressly agreed to their application in writing.

(3) ISE is a provider of information, inspection, valuation, certification and storage services relating to rare earths, metals and associated goods and products.

(4) Within the scope of the services covered by these GTC, ISE does not purchase or sell metals, rare earths or other customer goods, does not trade customer goods on its own account and does not broker purchase or sale transactions. ISE does not become a party to a commercial transaction concluded between third parties and assumes no obligation to act as broker or intermediary or to arrange or conclude any transaction.

(5) The provision of contacts, market information, prices, valuations, certificates, reports or other documents does not create any obligation on the part of ISE to initiate, broker, finance or itself conclude a commercial transaction.

2. ISE Service Areas

2.1 Information and Market Data Services

ISE provides internet-based and other information services relating to rare earths, metals and related products. These may include, in particular, Metal Quotes, Real Time Prices, historical prices, price indications, market information, newsletters, databases, reports and other information products.

2.2 Certification and Inspection Services

ISE provides certification, inspection and documentation services for goods on behalf of Customers. The specific scope of services is determined by the respective engagement. Depending on the engagement, these services may include in particular:

• Inspection Reports;
• Sample Taking Reports;
• analyses and analysis reports;
• valuations and valuation reports;
• Safekeeping Receipts and related documentation services.

The title of a document alone does not determine its legal effect. In particular, rights and obligations arising from a Safekeeping Receipt are governed by the respective document, the underlying engagement and, where storage is concerned, the separate storage agreement concluded for that purpose.

2.3 Metal Audits

ISE may conduct Metal Audits for the inspection and valuation of an entire lot of goods. Depending on the agreed scope of examination, a Metal Audit may include, in particular, identification and inventory of the lot, inspection, sampling, analysis, plausibility checks of information relating to the goods, valuation and consolidated documentation of the results. The Scope of Work agreed for the specific engagement shall always be decisive.

2.4 Storage and Bonded Warehouse Services

ISE offers storage and/or bonded warehouse services, including at locations in Embrach, Kloten and Dubai. Storage, custody, handling, inbound and outbound storage, storage fees, rights of retention and lien, insurance, liability and all other storage-related rights and obligations are governed exclusively by the separately concluded storage agreement, including any supplementary terms validly incorporated therein.

In the event of any conflict between these GTC and a storage agreement, the storage agreement shall prevail in respect of all storage-related matters. Where a storage agreement incorporates supplementary terms, in particular SPEDLOGSWISS terms, such terms shall apply only to the extent agreed therein.

Storage or custody of goods does not result in any transfer of ownership to ISE. By reason of storage, ISE does not become the purchaser, seller, trader, broker or beneficial owner of the stored goods. Statutory or contractual security, retention and realisation rights under the respective storage agreement remain unaffected.

3. Conclusion of Contracts and Individual Engagements

(1) Contracts may be concluded in German or English. Depending on the service, a contract may be concluded through an online ordering process, an individual quotation, an engagement, an order confirmation or a separate agreement.

(2) The presentation of services on the website is generally a non-binding description of services and does not constitute a binding offer unless expressly stated otherwise in the individual case.

(3) For paid online services, the Customer will be informed before conclusion of the contract of the essential scope of services, price, term and payment conditions. The contract is concluded in accordance with the respective ordering process.

(4) Certifications, inspections, sampling, analyses, valuations, Metal Audits and other individual services are performed on the basis of the respective quotation or engagement. The scope of inspection and services defined therein shall be decisive.

(5) Storage services require a separate storage agreement. A contract for information, certification, analysis or valuation services does not in itself constitute a storage agreement.

(6) Individual agreements shall prevail over these GTC to the extent that they deviate from these GTC.

4. User Account, Fees, Payment, Term and Termination

4.1 User Account

(1) Where registration is required, the Customer must provide complete and accurate information and protect access credentials against unauthorised access.

(2) User accounts and data access may be used only within the contractually agreed scope. Disclosure to unauthorised third parties is prohibited.

4.2 Fees and Payment

(1) Fees, due dates, taxes, payment methods and, where applicable, recurring billing periods are determined by the respective quotation, engagement, ordering process or contract.

(2) Unless otherwise agreed, fees are payable in advance or upon invoicing without deduction. Invoices may be transmitted electronically, in particular by email.

(3) Individually commissioned inspection, certification, analysis, valuation and audit services may additionally incur reasonable third-party, travel, transport, laboratory, customs, handling or documentation costs, insofar as such costs are provided for in the engagement, necessary or approved by the Customer.

4.3 Term and Termination

(1) The term, automatic renewal and notice period for subscriptions are governed by the respective contract or ordering process.

(2) The right to terminate for cause remains unaffected.

(3) ISE may suspend or terminate access in the event of a material or repeated breach of contract, misuse of data or unauthorised disclosure of access credentials, in accordance with applicable law.

5. Metal Quotes, Real Time Prices and Other Market Data

5.1 Nature and Purpose of Quotes

(1) Metal Quotes, Real Time Prices, historical prices, price indications and other market data published by ISE are information services intended for market observation and orientation.

(2) For many rare earths, metals and specialty products, there are no official, generally binding or continuously determined exchange prices. ISE determines and processes price and market information to the best of its knowledge on the basis of sources available at the relevant time and considered suitable by ISE, market observations, offer information and/or its own calculation and valuation methods.

(3) A Metal Quote or any other price displayed by ISE is generally an indicative information or reference value. In particular, it is not a binding purchase or sale price, not a binding bid or ask price, and not an assurance that a transaction can be concluded at that price or at all.

(4) Prices actually achievable in the market may differ from ISE Quotes. Relevant factors may include, in particular, quantity, quality, purity, specification, form, origin, certification, place of delivery, time of delivery, packaging, payment terms, transport and insurance costs, and market liquidity.

5.2 Meaning of "Real Time"

(1) Within ISE services, the term "Real Time" or "Real Time Price" means the timely provision of market and price information available to and processed by ISE at the relevant time.

(2) "Real Time" does not mean that an exchange-determined, continuously tradable or immediately executable real-time price exists for the relevant metal or product. A specific maximum latency or update frequency is owed only if expressly agreed for the specific product.

(3) Data sources, technical transmission paths, verification, processing and publication may result in time delays. A displayed timestamp shall be understood, depending on the relevant product description, as the time of collection, calculation or publication.

5.3 Methodology, Sources and Corrections

(1) ISE may appropriately develop or adjust data sources, selection criteria, plausibility procedures, calculation methods and presentation formats. Where a change materially affects the comparability of data, ISE may indicate this in an appropriate manner.

(2) Despite careful determination, data may be incomplete, delayed or incorrect. ISE may correct identified errors, recalculate Quotes and correct or appropriately mark historical values.

(3) Where ISE publishes or agrees with the Customer a separate methodology description for Metal Quotes, that methodology shall additionally govern the interpretation of the relevant Quotes.

5.4 No Transaction or Investment Advice

(1) Metal Quotes, Real Time Prices, market reports, general analyses and other market data do not constitute a solicitation, recommendation or advice to purchase, sell or hold metals, financial instruments or other assets.

(2) They do not replace individual investment, financial, legal, tax, trading, procurement or risk advice. Decisions made by the Customer on the basis of the information provided are made at the Customer's own responsibility.

6. Certifications, Inspections, Sampling, Analyses and Valuations

6.1 Scope of Services

(1) The nature, scope, depth of examination, subject matter of the examination, valuation date, sample size, analytical method, report type and intended use are determined by the respective engagement.

(2) ISE is obliged to professionally perform the expressly commissioned service, but is not obliged to investigate or determine properties, circumstances or risks that fall outside the agreed scope of examination.

6.2 Inspections and Sample Taking Reports

(1) Inspection Reports document the facts and observations identified within the agreed scope and at the relevant time of inspection.

(2) Sampling and Sample Taking Reports relate to the specific sample taken and the documented sampling procedure. The representativeness of a sample for an entire lot depends on the agreed sampling procedure, the homogeneity of the goods and other factual circumstances.

6.3 Analyses

(1) Analysis results relate to the sample examined or the specific material examined and to the analytical method specified in the engagement.

(2) Where analysis results are to be used to draw conclusions regarding the entire lot, this applies only to the extent that the agreed sampling and methodology support such a conclusion.

6.4 Valuations

(1) Valuations are prepared on the basis of the information available on the valuation date, the material characteristics identified or assumed, and the agreed valuation method.

(2) A valuation is a professional assessment for the agreed purpose and does not constitute an assurance that the goods can be sold, purchased, financed or pledged at the determined value.

(3) In connection with a valuation, ISE does not undertake to broker or arrange any purchase, sale or financing transaction.

6.5 Safekeeping Receipts

(1) Where ISE issues a Safekeeping Receipt, it documents the facts and information expressly stated therein in accordance with the underlying engagement or storage relationship.

(2) A Safekeeping Receipt creates only those rights and effects that expressly arise from its content, the underlying agreement and applicable law. Storage-related rights and obligations are governed primarily by the separate storage agreement.

7. Metal Audits

(1) A Metal Audit serves to provide a structured inspection and/or valuation of an entire lot of goods within the agreed scope of examination. The audit may combine several individual services under Section 6.

(2) The specific scope of the audit may include, in particular, inventory, identification, inspection, document review, sampling, analysis, valuation and consolidation of the results in an audit report.

(3) The Metal Audit is a point-in-time and engagement-specific determination. Changes in inventory, quality, market conditions or other circumstances after completion of the audit are not covered by the report unless expressly agreed otherwise.

(4) The audit report may be used only for the purpose specified in the engagement. Use by third parties or for other purposes requires the prior consent of ISE unless mandatory law provides otherwise.

8. Storage and Bonded Warehouse Services

(1) A separate storage agreement is decisive for each storage arrangement. It governs in particular acceptance of goods, storage location, handling, fees, term, release of goods, security rights, insurance, liability and realisation in the event of outstanding claims.

(2) For goods held in an ISE warehouse or bonded warehouse, or stored in cooperation with a storage partner, rights and obligations arise exclusively in accordance with the respective storage agreement and any terms validly incorporated therein.

(3) These GTC do not create any right to acceptance, storage or release of particular goods. Such rights arise exclusively from the specific storage agreement.

(4) The issuance of inspection, analysis, valuation or safekeeping documents does not alter ISE's role as a service provider as set out in Section 1 and, in particular, does not create a purchase, sale or brokerage mandate.

9. Rights of Use in ISE Data, Reports and Documents

(1) The Customer is granted a non-exclusive, non-transferable right to use the market data, reports, certifications, analyses and other work results provided for the purpose agreed in the contract.

(2) Without the prior consent of ISE, it is in particular prohibited to systematically copy, automatically extract, resell, make publicly available, offer as a separate data service, or continuously provide to third parties Metal Quotes, Real Time Prices, databases or substantial parts thereof.

(3) Internal use within the contractually authorised company is governed by the subscribed licence or user scope. Use via APIs, automated systems, customer portals, publications or other external applications requires corresponding contractual authorisation.

(4) Inspection reports, analyses, valuations, certifications and audit reports may not be reproduced in a misleading, abbreviated or distorted manner or used in a way that creates the impression of a broader statement or guarantee by ISE.

(5) Mandatory statutory rights of use remain unaffected.

10. Customer Cooperation Obligations

(1) The Customer shall provide ISE, in a timely manner, with all information, documents, access, goods and other cooperation required for the commissioned service, completely and accurately.

(2) The Customer shall inform ISE of known hazards, particular material properties, regulatory requirements, contamination, special handling requirements or other circumstances that may be relevant to performance of the service.

(3) Delays or additional costs resulting from missing, delayed or incorrect cooperation by the Customer may be attributed or charged to the Customer in accordance with the respective contract.

11. Liability

(1) ISE performs its services with the level of care appropriate in commercial dealings. To the extent permitted by law and unless a guarantee has been expressly assumed, no warranty is given that market data, Metal Quotes, Real Time Prices, analyses or other general information will at all times be accurate, complete, current, available or suitable for a particular purpose of the Customer.

(2) In particular, to the extent permitted by law, ISE shall not be liable merely because a published Metal Quote or valuation differs from a purchase or sale price actually achievable in the market, since ISE is neither buyer nor seller, does not broker transactions and does not determine the specific transaction terms.

(3) In the case of inspection, certification, analysis, valuation and audit services, ISE's responsibility relates to the agreed scope of examination. To the extent permitted by law, no liability is assumed for characteristics or circumstances outside that scope.

(4) Liability for damage caused intentionally or by gross negligence, as well as for liabilities that may not be excluded or limited under mandatory law, remains unaffected.

(5) In cases of slight negligence, ISE shall, to the extent permitted by law, be liable only for breach of a material contractual obligation and only up to the foreseeable loss typical for the type of service concerned. Any further liability, in particular for indirect or consequential loss, is excluded to the extent permitted by law.

(6) With respect to storage services, the liability provisions of the separate storage agreement and any terms validly incorporated therein shall take precedence.

12. Force Majeure and Technical Availability

(1) To the extent permitted by law, ISE shall not be liable for delays or service failures resulting from events outside its reasonable control, including failures of communications networks, data suppliers or infrastructure, governmental measures, natural events, labour disputes, war, civil unrest or comparable events.

(2) ISE endeavours to maintain high availability of its internet-based services. Uninterrupted availability or availability that is free from errors and delays at all times is owed only where expressly agreed.

13. Data Protection and Cookies

(1) ISE processes personal data in accordance with applicable data protection law and ISE's current Privacy Policy.

(2) Information on the nature, scope and purposes of data processing, recipients, retention periods, rights of data subjects and the use of cookies and comparable technologies is set out in the separate Privacy Policy and the respective cookie settings on the website.

14. Mandatory Consumer Rights

(1) Where mandatory consumer rights, in particular rights of withdrawal, rescission, information or jurisdiction, apply to a contract, such rights remain unaffected.

(2) Any separate consumer information or withdrawal notice required by law will be provided in the respective ordering process or contract. These GTC do not constitute a waiver of mandatory rights.

15. Changes to Services and These GTC

(1) ISE may appropriately develop services, technical functions, data sources, inspection methods and presentation formats within the agreed scope of services, provided that the Customer's legitimate interests are appropriately taken into account.

(2) Amendments to these GTC for existing contractual relationships shall be made only in accordance with applicable law and the respective contract. Mandatory statutory or regulatory changes may be implemented to the extent required.

16. Governing Law and Jurisdiction

(1) Swiss law shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG), unless mandatory statutory provisions, in particular mandatory consumer protection or conflict-of-laws rules, provide otherwise.

(2) For entrepreneurs and legal entities, Lucerne, Switzerland, shall, to the extent permitted by law, be the exclusive place of jurisdiction. Mandatory statutory places of jurisdiction remain unaffected.

(3) For storage services, the choice-of-law and jurisdiction provisions of the respective separate storage agreement shall additionally and, where applicable, primarily apply.

17. Final Provisions

(1) The contract language is German or English. Where versions are provided in several languages, the respective contract or ordering process shall specify which version prevails in the event of differences in interpretation.

(2) Should any individual provision of these GTC be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The invalid or unenforceable provision shall be replaced by the applicable statutory provisions.

(3) Individual agreements and more specific contracts - in particular storage agreements and engagement-specific service descriptions - shall prevail over these GTC in the event of a conflict.

(4) The current version of these GTC will be made available on the ISE website.

Lucerne, August 2026