Terms & Conditions

Terms & Conditions **Effective Date: August 18, 2026** These Terms & Conditions (“Terms”) govern access to and use of the Alemhub platform, website and related services (“Alemhub” or the “Platform”). Alemhub is operated by **UNITED IT CAPITAL Corp., a Delaware corporation (“Company”, “we”, “us”, “our”)**. By accessing or using Alemhub, you agree to these Terms. 1. Alemhub Platform Alemhub is a B2B2C technology marketplace that enables independent Buyers, Sellers and service providers to discover counterparties, communicate, negotiate, purchase and sell goods and services, and access related payment, logistics, customs, AI and transaction-management functionality. Unless expressly stated otherwise: * Alemhub is not the Buyer or Seller of goods listed by independent Sellers; * Alemhub is not a party to the underlying purchase, sale or supply contract between Buyer and Seller; * Sellers are responsible for the goods and services they offer; * Buyers and Sellers remain responsible for their own commercial decisions and transactions. 2. Accounts and Verification Users must provide accurate and current information and maintain the confidentiality and security of their accounts. Alemhub may perform identity, business, compliance, security and fraud-prevention verification and may request supporting information or documentation. **Verification does not constitute an endorsement, certification or guarantee by Alemhub of any Buyer, Seller, product, service or transaction.** Users remain responsible for conducting appropriate due diligence before entering into transactions. 3. Sellers Sellers must: * have legal authority to offer their products or services; * provide accurate descriptions, specifications, prices and availability; * comply with applicable laws and regulations; * fulfil accepted orders; * comply with applicable consumer protection requirements; * not offer counterfeit, illegal, stolen or prohibited products. Additional requirements are established in the Alemhub Seller Policy. 4. B2C Transactions For B2C transactions, the applicable Seller is the contracting seller responsible for the goods or services purchased by the consumer. Unless expressly stated otherwise, **Alemhub is not the Seller and is not a party to the underlying B2C sale.** The Seller remains responsible for: * product description and conformity; * product quality and safety; * fulfilment and delivery obligations; * warranties; * returns and replacements; * refunds where legally required; * applicable taxes and regulatory obligations. Consumer cancellation, return, replacement and refund rights are governed by applicable mandatory consumer protection law and the Alemhub Return, Cancellation & Refund Policy. Seller-specific policies may provide additional rights but may not restrict mandatory consumer rights. 5. B2C Payment Protection Eligible B2C transactions may use **Payment After Delivery or another protected payment mechanism** where supported by the applicable bank or payment provider. Such mechanisms are intended to reduce Buyer risk by delaying final settlement to the Seller until applicable delivery or other transaction conditions have been satisfied. Payment protection does not replace or restrict mandatory consumer rights concerning cancellation, defective or non-conforming products, returns, replacement or refunds. Payments are processed by applicable banks or authorized payment providers. Unless expressly disclosed otherwise, **Alemhub does not hold customer funds.** 6. B2B Transactions B2B transactions initiated through Alemhub may be transferred to and managed through **SecureDeal**, a separate contract and transaction-management service operated by UNITED IT CAPITAL Corp. SecureDeal may be accessed through its integration with Alemhub, as a **Microsoft Word Add-in**, and through other interfaces made available by the Company. Alemhub may provide marketplace functionality including: * discovery of Buyers and Sellers; * RFQs; * quotations; * commercial communication; * negotiation; * product and supplier discovery; * initiation of a B2B transaction. SecureDeal may provide infrastructure for: * contract preparation and negotiation; * Contract Room; * contract versioning; * approvals and execution; * document management; * transaction milestones; * Safe Payment / Escrow workflows; * payment-status coordination; * evidence preservation; * audit trails; * dispute-support workflows; * preparation of dispute Case Packages. 7. Buyer–Seller B2B Contract Every underlying B2B commercial transaction is entered into **directly between the Buyer and Seller**. **Neither Alemhub nor SecureDeal is a party to the underlying purchase, sale or supply contract solely because it provides technology or transaction-management services.** The Buyer–Seller contract governs, as applicable: * goods and specifications; * quantity and quality; * price and currency; * payment conditions; * Incoterms; * shipping and delivery; * transfer of title and risk; * inspection; * acceptance and rejection; * warranties; * cancellation; * returns; * replacement; * refunds and compensation; * governing law; * dispute resolution. The Buyer and Seller are responsible for reviewing and accepting these terms before entering into the transaction. 8. B2B Product and Performance Disclaimer Unless expressly agreed otherwise, neither Alemhub nor SecureDeal manufactures, sells, supplies, imports or exports goods offered by independent Sellers. To the maximum extent permitted by applicable law, Alemhub and SecureDeal do not guarantee: * product quality; * condition or safety; * authenticity; * conformity with contractual specifications; * suitability for a particular purpose; * performance by the Buyer or Seller; * shipment or delivery; * customs clearance; * inspection results; * acceptance or rejection; * return or replacement; * compensation; * or the availability or outcome of a refund. Rights concerning these matters are determined by the **Buyer–Seller contract and applicable law**. 9. SecureDeal Safe Payment / Escrow Eligible B2B transactions managed through SecureDeal may use **Safe Payment / Escrow**. Under this model: 1. the Buyer and Seller enter into a commercial contract defining the transaction; 2. the contract establishes applicable payment, delivery, inspection, acceptance, release, refund and dispute conditions; 3. the Buyer transfers funds to the designated bank, escrow provider or other authorized financial institution; 4. the financial institution holds or safeguards the funds according to applicable banking, Escrow and transaction terms; 5. SecureDeal records contractual milestones, documents, approvals and transaction events; 6. SecureDeal may transmit authorized transaction statuses or instructions to the applicable financial institution; 7. the financial institution executes the applicable release, settlement or refund when the required contractual and legal conditions are satisfied. **Neither Alemhub nor SecureDeal holds customer funds unless expressly disclosed and legally authorized to do so.** Safe Payment / Escrow protects the **payment process according to the conditions agreed between Buyer and Seller**. It does not constitute a guarantee by Alemhub or SecureDeal of the goods, Seller, Buyer, delivery, product quality or performance of the underlying commercial contract. 10. B2B Returns and Refunds The standard B2C return period does not automatically apply to B2B transactions. B2B inspection, acceptance, rejection, cancellation, warranty, return, replacement, compensation and refund rights are determined by: 1. the Buyer–Seller contract; 2. applicable law; 3. where applicable, the relevant Safe Payment / Escrow terms. **Alemhub and SecureDeal do not independently guarantee a return, replacement or refund in a B2B transaction.** 11. B2B Dispute Resolution Commercial disputes arising from a B2B transaction are governed by the dispute-resolution provisions agreed between the Buyer and Seller in their contract. Through SecureDeal Contract Room, the parties may be able to select and expressly agree upon: * governing law; * arbitration or court jurisdiction; * arbitration institution; * seat/place of arbitration; * language; * number of arbitrators; * mediation or negotiation requirements; * other dispute-resolution conditions. Available options may include: * arbitration administered by the **International Arbitration Centre of the Astana International Financial Centre (IAC)**; * jurisdiction of the **AIFC Court**, where validly agreed; * Delaware law together with an agreed competent court or arbitration mechanism; * another jurisdiction, court or arbitration institution selected by the parties. The governing law of the commercial contract and its dispute-resolution mechanism are separate contractual choices and must be expressly agreed by the parties. 12. SecureDeal Dispute Support If a B2B dispute occurs, SecureDeal may provide technological and administrative infrastructure for: * Buyer–Seller negotiation; * preservation of contract versions; * preservation of communications; * evidence submission; * shipping and inspection documents; * payment and Escrow records; * transaction chronology; * audit trails; * preparation of a Case Package; * transfer or preparation of records for the dispute-resolution mechanism selected by the parties. If the parties cannot resolve the dispute themselves, the dispute may proceed to the **court, arbitration institution or other mechanism specified in their contract**. Neither Alemhub nor SecureDeal acts as a court or arbitral tribunal or makes a binding legal determination of the commercial dispute unless expressly authorized under a separate legally valid arrangement. SecureDeal dispute-support functionality does not constitute legal representation or legal advice. 13. Escrow During a B2B Dispute Where a dispute affects release of Safe Payment / Escrow funds, treatment of those funds is governed by: * the Buyer–Seller contract; * applicable Escrow terms; * terms of the relevant financial institution; * applicable law. Where supported by those terms, disputed funds may remain held or safeguarded by the applicable financial institution pending: * settlement between the parties; * mediated settlement; * arbitral award; * court decision; * or another contractually recognized resolution. Alemhub and SecureDeal do not independently determine legal ownership of disputed funds. Following an authorized resolution, SecureDeal may transmit the corresponding transaction status or authorized instruction to the applicable financial institution, which executes the financial transaction. 14. Microsoft Word Add-in SecureDeal may be accessed through a **Microsoft Word Add-in**. Microsoft provides the technology ecosystem through which the Add-in may be distributed or accessed. Unless expressly agreed otherwise, **Microsoft is not a party to transactions conducted through Alemhub or SecureDeal, does not hold transaction funds and does not guarantee Buyer, Seller, product or transaction performance.** Use of Microsoft products or services may additionally be subject to Microsoft's applicable terms. 15. Independent Service Providers Banks, payment providers, logistics companies, customs brokers, inspection providers and other third parties accessible through or integrated with Alemhub or SecureDeal operate as independent service providers unless expressly stated otherwise. Alemhub does not guarantee the performance of independent third-party providers. Where a logistics, customs, inspection, payment or other service is contracted directly between a user and an independent provider, the applicable service contract governs their relationship. 16. Payments Payments may be processed through independent banks, payment service providers and other authorized financial institutions. Payment methods, currencies, settlement periods and processing conditions may vary depending on the transaction, country and provider. Banking, payment processing, currency conversion and other third-party charges may apply separately. 17. Pricing, Fees and Subscriptions Certain Alemhub and SecureDeal services may require subscriptions, transaction fees or other charges. **Current plans, prices, included functionality, usage limits and applicable Platform fees are displayed in the relevant Pricing, Subscription, checkout, dashboard or transaction interface.** The Company may introduce, modify or discontinue plans, functionality, usage limits and pricing. Prices and material conditions applicable to a purchase or renewal will be presented to the user as required by applicable law. Third-party bank, payment, logistics and other service-provider fees may be charged separately. 18. AI and Automation Alemhub may provide AI-powered content generation, marketing, sales, analytics, automation, support and other AI functionality. AI-generated outputs may contain errors or inaccuracies. Users remain responsible for reviewing AI-generated content before relying upon, publishing or otherwise using it. Users are responsible for ensuring their use of AI-generated content complies with applicable laws and third-party rights. AI functionality may be subject to quotas, budgets, concurrency limits or other technical restrictions specified in the applicable subscription. 19. Returns and Consumer Rights B2C cancellations, returns and refunds are governed by the Alemhub Return, Cancellation & Refund Policy and applicable mandatory consumer law. Nothing in these Terms limits consumer rights that cannot legally be waived or restricted. B2B transactions are governed separately under Sections 7–13 of these Terms and the applicable Buyer–Seller contract. 20. Intellectual Property The Alemhub and SecureDeal platforms, software, trademarks, interfaces, designs and proprietary technology are owned by or licensed to UNITED IT CAPITAL Corp. Users retain rights to content they submit while granting the Company the rights reasonably necessary to host, process, transmit and otherwise use such content to provide requested services and operate the Platform. 21. Prohibited Conduct Users must not use Alemhub or SecureDeal to: * engage in illegal or fraudulent activity; * sell prohibited or unlawful products; * provide materially misleading information; * infringe intellectual property rights; * distribute malware; * manipulate transactions or reviews; * circumvent Platform security; * abuse payment or dispute mechanisms; * interfere with Platform operation. 22. Suspension and Termination The Company may restrict or suspend access where reasonably necessary due to: * suspected fraud; * security threats; * legal or regulatory requirements; * prohibited products; * material violations of these Terms; * abuse of payment or dispute systems; * protection of Platform users. 23. Limitation of Liability To the maximum extent permitted by applicable law, the Company is not responsible for indirect, incidental, special or consequential losses resulting from: * transactions between independent Buyers and Sellers; * product quality or performance; * acts or omissions of independent Sellers or Buyers; * acts or omissions of banks or payment providers; * logistics, customs or inspection providers; * other independent third-party services. Nothing in these Terms excludes or limits liability that cannot legally be excluded or limited. 24. Governing Law and Separate Transaction Contracts These Terms govern the relationship between the user and **UNITED IT CAPITAL Corp.** concerning use of Alemhub and, where applicable, SecureDeal. The governing law and dispute-resolution mechanism of an **underlying B2B commercial transaction are determined separately by the contract entered into between the Buyer and Seller.** Use of Alemhub does not by itself impose a particular governing law or arbitration forum upon the underlying Buyer–Seller B2B transaction unless the parties expressly agree to it in their contract. Mandatory consumer protection law applicable to B2C transactions remains unaffected. 25. Changes to These Terms The Company may update these Terms to reflect changes in services, functionality, business operations or applicable law. Material changes will be communicated where required. Continued use following the effective date of updated Terms constitutes acceptance where permitted by applicable law. 26. Contact Questions regarding these Terms may be submitted through Alemhub customer support. **Platform Operator:** UNITED IT CAPITAL Corp. Delaware, United States