Legal

Terms of Use, Privacy Policy & Disclaimer

Atlas Grey Minerals Ltd · Kampala, Uganda · Version 1.0 · Last updated 30 May 2026

Notice. This document is the working legal terms of Atlas Grey Minerals Ltd. It is drafted with reference to the laws of the Republic of Uganda and customary international commercial practice in the precious-metals trade. It is intended to be reviewed and finalised by qualified Ugandan counsel of the Company's choosing before being relied upon in any contentious matter. Visitors should not treat this document as legal advice to them; it sets out the terms on which the Company makes this website and its services available.

Clause I

Acceptance & binding effect

By accessing, browsing, or otherwise using the website at https://atlasgreyminerals.com (the "Website"), or by submitting any inquiry, document or communication to Atlas Grey Minerals Ltd ("Atlas Grey", the "Company", "we", "us" or "our") through the Website or any other channel, you confirm that you have read, understood, and irrevocably accept these Terms of Use, the Privacy Policy and the Disclaimer set out below (together, the "Terms"). If you do not accept these Terms in full, you must immediately cease using the Website and must not submit any communication to the Company.

Without limiting the foregoing, the submission of the inquiry form on the Website, or the sending of any email, document or instruction to the Company in response to information published on the Website, shall constitute conclusive evidence that the submitting party (the "User") has read, understood and accepted these Terms in their entirety, whether or not the User has in fact read them. The User waives any subsequent claim that the Terms are not binding by reason of the User not having read them.

These Terms are enforceable as a contract pursuant to the Contracts Act, 2010 of the Republic of Uganda (Act 7 of 2010), and the User acknowledges that the offer-and-acceptance, capacity, intention to create legal relations, and consideration elements required by Sections 10 and 11 of that Act are satisfied by the User's continued use of the Website and submission of communications as described above.

Clause II

Definitions

Atlas Grey / the Company: Atlas Grey Minerals Ltd, a company based in Kampala, Uganda.
Brokerage Agreement: The written contract entered into between the Company, the Buyer, and (where applicable) the Seller in respect of a specific transaction, including all annexes, schedules, NDAs, KYC undertakings and milestone schedules incorporated therein.
Buyer: A natural or legal person who, having completed the Company's onboarding and KYC procedure, contracts under a Brokerage Agreement to take delivery of Gold sourced through the Company.
Seller / Counterparty: A licensed miner, mineral dealer or other holder of Gold within the territories the Company serves, who, having completed the Company's screening procedure, supplies Gold for transactions coordinated by the Company.
Gold: Naturally occurring auriferous material in any form (nuggets, dust, doré, sponge, smelted bar) sourced from the territories described on the Website, prior to and following smelting at facilities coordinated by the Company.
Services: The introduction, coordination, screening, smelting coordination, export documentation, and joint-custody arrangements made by the Company in connection with the supply of Gold by Sellers to Buyers, in each case as further described on the Website and in the applicable Brokerage Agreement.
OECD Guidance: The OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (3rd Edition, 2016) and any subsequent revision, to which the Company aligns its due-diligence principles without thereby providing any certification of compliance.

Clause III

Nature of the Company & the services

Introducer and brokerage capacity. The Company operates as an introducer and brokerage. The Company is not a refinery, not a bank, not a licensed escrow agent, and not the principal in any underlying purchase or sale of Gold unless expressly stated in writing in a specific Brokerage Agreement. Title in any Gold passes directly between Seller and Buyer in accordance with the Brokerage Agreement; the Company holds title only where, and to the extent that, the Brokerage Agreement so provides.

Coordination role. The Company coordinates sourcing, screening, smelting at vetted third-party facilities, assay, documentation, and export. The Company does not warrant the actions, performance, solvency or honesty of any Seller, Buyer, refinery, smelter, assayer, freight forwarder, bank or other third party engaged in or in connection with any transaction.

Indicative information. All information published on the Website is indicative only. It does not constitute an offer, invitation to treat, recommendation, financial promotion, investment advice, prospectus, or solicitation, and no contract is formed by reason of any User's reliance on it. Specific commercial terms, including pricing, are agreed only by execution of a written Brokerage Agreement.

Clause IV

Eligibility & qualified buyers

The Services are made available exclusively to qualified buyers and counterparties. A User submitting an inquiry warrants and represents to the Company that:

The User is a legal person duly incorporated and in good standing under the laws of its jurisdiction, or a natural person of full legal capacity in that jurisdiction;
The User has the legal authority to receive, hold, import, refine, sell or otherwise deal in Gold under the laws of every jurisdiction in which the User will receive, hold or onward-deliver the Gold;
Neither the User nor any of its beneficial owners, directors, officers or controlling persons is listed on any sanctions list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury (OFAC), the United Nations Security Council, the European Union, the United Kingdom, or the African Union;
The funds the User proposes to use in any transaction derive from lawful sources and have not been the subject of any predicate offence under the Anti-Money Laundering Act, 2013 of Uganda, as amended, or any equivalent law of the User's jurisdiction;
The User is not, and has not at any time been, the subject of any criminal investigation, indictment or conviction relating to fraud, money laundering, terrorist financing, mineral smuggling, tax evasion or sanctions violation.

The Company reserves the absolute right to decline to onboard any User, or to terminate any onboarding in progress, without obligation to give reasons. No claim shall lie against the Company for any such decision.

Clause V

No warranty; representations

To the maximum extent permitted by the laws of the Republic of Uganda and any other applicable law, the Company makes no warranties, representations, conditions or undertakings of any kind, whether express, implied, statutory or otherwise, in respect of:

The accuracy, completeness, currency or fitness for purpose of any information published on the Website;
The performance, solvency, honesty, regulatory standing, or future conduct of any Seller, Buyer, refinery, smelter, assayer, freight forwarder, bank, custodian, or other third party;
The quality, purity, weight, provenance, title, marketability, fitness for purpose, or non-infringement of any Gold supplied through the Company's coordination, save only as expressly warranted in the applicable Brokerage Agreement;
The continuous, uninterrupted or error-free availability of the Website, the inquiry form, or any other electronic channel.

All conditions, warranties and other terms which might otherwise be implied by statute, common law or equity, including the implied conditions and warranties as to satisfactory quality and fitness for purpose under Sections 14 and 15 of the Sale of Goods Act, Cap. 82, are excluded from these Terms and from any non-contractual dealings between the User and the Company to the maximum extent permitted by law. Any term implied by Sections 12 and 13 of that Act in respect of title is preserved only to the extent strictly required by law.

Clause VI

Advance fees, commission & collateral

Where a Brokerage Agreement is entered into, the commercial structure shall include (without limitation) the following elements, the operation of which is described below in summary form. The terms of the Brokerage Agreement prevail over anything stated on the Website or in this document.

Advance fees

The Buyer shall pay an advance fee to the Company to cover the real, upfront third-party costs of preparing the consignment for export, including refinery and smelting booking, assay and testing, government export permits and documentation, and logistics coordination. The advance fee is allocated against these costs in accordance with the milestone schedule annexed to the Brokerage Agreement. The advance fee is non-refundable to the extent the Company has incurred or committed expenditure against it at the time of any termination, save as expressly provided in the Brokerage Agreement.

Commission

Commission is calculated on the value of each successful transaction and is split between the Seller and the Buyer in the proportions set out in the Brokerage Agreement. Commission becomes due and payable on the occurrence of the milestones set out therein.

Collateral

Where the Brokerage Agreement so provides, the Company shall procure that collateral is made available to the Buyer in a value equal to the percentage of taxes and other clearing costs contributed by the Buyer. The form, custodian, valuation methodology, and release mechanism of the collateral shall be set out in writing in the Brokerage Agreement.

Taxes payable in Uganda by the Company on its commission income shall be accounted for in accordance with the Income Tax Act, Cap. 340, the Value Added Tax Act, Cap. 349, and any applicable double-taxation arrangement.

Clause VII

Joint custody & release

Collateral and (where applicable) consignments held during the pendency of a transaction shall be held under joint-custody arrangements set out in the Brokerage Agreement. The Brokerage Agreement shall specify, in respect of each transaction: (a) the identity and capacity of the custodian; (b) the physical or contractual location of the held property; (c) the governing law of the custodial relationship; (d) the events of release, partial release, substitution, and forfeiture; (e) the dispute-resolution mechanism for custody disagreements; and (f) the treatment of the held property on the insolvency of any party.

Neither party may, save with the written consent of all parties to the Brokerage Agreement, move, encumber, dispose of, or grant any security interest in the held property prior to release in accordance with the agreed milestones. The Company holds the custodial relationship strictly in the capacity stipulated in the Brokerage Agreement and accepts no fiduciary obligation beyond what is so stipulated.

Clause VIII

AML, KYC & sanctions compliance

The Company operates an internal due-diligence procedure aligned to the OECD Guidance and to its obligations under the Anti-Money Laundering Act, 2013 (as amended by the Anti-Money Laundering (Amendment) Act, 2017) and the regulations made thereunder. Without limiting the generality of the procedure, the Company will require, in respect of each Buyer, Seller and beneficial owner: (a) verified identity documents; (b) certificates of incorporation and good standing; (c) operative mineral or import licences; (d) bank references or attestation of transactional history; (e) sanctions screening; and (f) source-of-funds confirmation. The Company may at any time require updated documentation as a condition of continuing the engagement.

The Company is required by law to report to the Financial Intelligence Authority of Uganda any transaction it reasonably suspects to involve the proceeds of crime, terrorist financing, or the financing of the proliferation of weapons of mass destruction, in accordance with Sections 6, 9 and 10 of the Anti-Money Laundering Act, 2013. The User acknowledges that the Company may, in compliance with its statutory obligations, be required to suspend or terminate engagement without notice and without giving reasons, and that the Company shall have no liability to the User in respect of any such suspension or termination.

The User undertakes not to do any act or omit any act that would cause the Company to be in breach of any applicable sanctions regime or anti-money-laundering law in any jurisdiction.

Clause IX

Mining, export & licensing

The sourcing, smelting, assay, and export of Gold from the Republic of Uganda are regulated by the Mining and Minerals Act, 2022 (which repealed and replaced the Mining Act, 2003), the regulations made thereunder, and the directions of the Directorate of Geological Survey and Mines and the Ministry of Energy and Mineral Development. Where licences are held by the Company or by counterparties through which a specific transaction is structured, relevant licence details are made available to qualified Buyers on execution of NDA.

Gold sourced through the Company is, in accordance with applicable Ugandan law and regulation, smelted into export-compliant form at vetted facilities before shipment. The User acknowledges that Gold in unrefined form may not lawfully be exported from Uganda, and that this requirement is reflected in the export documentation furnished in respect of each consignment.

Clause X

Intellectual property

All content on the Website — including text, layout, typography, photography, illustrations, the Atlas Grey wordmark, all schemas, the inquiry form, and the underlying code — is the property of the Company or licensed to it, and is protected by copyright, trade mark, and database-right laws of the Republic of Uganda and of every relevant jurisdiction. No part of the Website may be reproduced, transmitted, distributed, published, framed, scraped or used to train machine-learning models without the prior written consent of the Company. The User acquires no right, title or interest in any part of the Website by reason of accessing or using it.

Clause XI

Privacy Policy — Data Protection & Privacy Act, 2019

The Company is a data controller within the meaning of the Data Protection and Privacy Act, 2019 of Uganda (Act 9 of 2019) and the Data Protection and Privacy Regulations, 2021. This Privacy Policy describes the personal data the Company collects through the Website, the purposes for which it is processed, the legal basis for processing, the persons with whom it may be shared, and the rights of the data subject under that Act.

Personal data collected

Through the Website, the Company collects only the personal data that the User voluntarily submits via the inquiry form or by direct email. This typically includes: full name; business email address; company name and jurisdiction; intended end-use of Gold; approximate first-transaction volume; and any narrative information the User chooses to include. The Company does not deploy advertising trackers or remarketing pixels on the Website. With the User's consent, the Company uses Google Analytics — a third-party analytics service provided by Google — to understand how visitors use the Website; analytics cookies are set only after the User selects “Accept” in the cookie notice, IP addresses are anonymised, and the Website is not used for advertising.

Legal basis for processing

Personal data submitted through the Website is processed on the basis of: (a) the User's consent, evidenced by the User's submission of the inquiry form after acceptance of these Terms, in accordance with Section 7(1)(a) of the Data Protection and Privacy Act, 2019; (b) the Company's legitimate interest in responding to commercial inquiries and conducting due diligence in respect of prospective counterparties, in accordance with Section 7(1)(d) of that Act; and (c) compliance with the Company's legal obligations, including under the Anti-Money Laundering Act, 2013, in accordance with Section 7(1)(b) of that Act.

Purposes of processing

Personal data is processed strictly for the purposes of: responding to the User's inquiry; conducting due-diligence and KYC verification; entering into and performing any subsequent Brokerage Agreement; complying with the Company's obligations under Ugandan and any other applicable law; defending the Company's legal interests in any actual or threatened dispute; and maintaining accurate business records.

Disclosure to third parties

The Company does not sell, rent, or trade personal data. Personal data may be disclosed to: (a) the Company's professional advisers (legal, accounting, tax); (b) regulators, the Financial Intelligence Authority, and other competent authorities where required by law; (c) banks and custodians strictly to the extent required to execute a transaction; (d) sub-processors providing email and form-handling services, subject in each case to confidentiality undertakings consistent with the Data Protection and Privacy Act, 2019.

International transfers

Where personal data is transferred outside the Republic of Uganda — including, where applicable, to sub-processors located in the European Union, the United States, or other jurisdictions — the Company will satisfy the conditions for international transfer set out in Section 19 of the Data Protection and Privacy Act, 2019, including taking reasonable steps to ensure that the receiving country provides adequate protection or that appropriate safeguards are in place.

Retention

Personal data is retained for so long as is necessary to fulfil the purposes for which it was collected, and thereafter for so long as is required by Ugandan law (including the AML record-keeping period of ten (10) years from the conclusion of any transaction). Personal data not the subject of any transaction will be deleted within twenty-four (24) months of the last meaningful interaction with the User, save where retention is required for the establishment, exercise or defence of legal claims.

Data subject rights

A data subject has the following rights under the Data Protection and Privacy Act, 2019: (a) to be informed of the use of their personal data; (b) of access to their personal data; (c) to correction of inaccurate or incomplete personal data; (d) to deletion or destruction of personal data no longer authorised; (e) to object to processing; (f) to prevent processing for direct marketing. Requests should be addressed in writing to atlas@atlasgreyminerals.com and will be responded to within thirty (30) days. A data subject who is dissatisfied with the Company's response may lodge a complaint with the Personal Data Protection Office (PDPO) established under the Data Protection and Privacy Act, 2019.

Security

The Company employs commercially reasonable technical and organisational measures to protect personal data against unauthorised access, alteration, disclosure or destruction. No method of electronic transmission or storage is, however, perfectly secure, and the Company cannot warrant absolute security.

Clause XII

Cookies

The Website uses essential first-party cookies necessary to remember a User's cookie-consent preference. With the User's consent, the Website also uses Google Analytics, which sets third-party analytics cookies, to measure how the Website is used. These analytics cookies are loaded only after the User selects “Accept” in the cookie banner, are configured with IP-anonymisation, and are never used for advertising; selecting “Decline” prevents them from being set. By accepting the cookie banner, the User consents to the placing of these cookies in accordance with the Data Protection and Privacy Act, 2019. The User may withdraw consent at any time by clearing the Website's stored data in their browser, which causes the cookie banner to reappear.

Clause XIII

Confidentiality & NDA

The Company's capability statement, compliance pack, sourcing arrangements, counterparty identities, refinery partners, pricing structure and the contents of any Brokerage Agreement are confidential and are released only to a User who has executed a mutual non-disclosure agreement in the form prescribed by the Company. The User undertakes that any information received under such NDA shall be kept strictly confidential, used only for the purpose for which it is disclosed, and not disclosed to any third party without the Company's prior written consent.

Unauthorised disclosure or use of confidential information shall entitle the Company to seek injunctive relief in addition to damages, both in the courts of Uganda and in any jurisdiction in which the User holds assets, in accordance with the Civil Procedure Act, Cap. 71 and the rules of court of the relevant jurisdiction.

Clause XIV

Limitation of liability

To the maximum extent permitted by the laws of the Republic of Uganda and any other applicable law:

The aggregate liability of the Company arising out of or in connection with the Website, these Terms, any inquiry, or any pre-contractual dealing — whether in contract, tort (including negligence), under statute, or otherwise — shall not in any circumstances exceed the lesser of (i) the fees actually received by the Company from the User in the twelve (12) months preceding the event giving rise to the claim, or (ii) United States Dollars Five Thousand (US$5,000);
The Company shall not be liable for any indirect, incidental, consequential, special, punitive or exemplary loss or damage of any kind, including loss of profit, loss of revenue, loss of business, loss of contract, loss of goodwill, loss of opportunity, loss of anticipated saving, or any claim by a third party against the User;
The Company shall not be liable for any loss arising out of the act, omission, insolvency, fraud, negligence or wilful default of any Seller, Buyer, refinery, smelter, assayer, freight forwarder, bank, custodian or other third party engaged in or in connection with any transaction;
The Company shall not be liable for any loss arising out of fluctuation in the price of Gold or in any currency, change in law or regulation, or the imposition or removal of any sanction, duty, tax or trade restriction;
Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited, including liability for fraud or fraudulent misrepresentation.

The User acknowledges that the limitations set out in this clause are reasonable having regard to the nature of the Services, the Company's role as introducer and brokerage, and the fact that the User retains its own commercial judgement at every stage.

Clause XV

Indemnification

The User shall indemnify and hold harmless the Company, its directors, officers, employees and agents, on demand, from and against any and all claims, actions, proceedings, losses, damages, liabilities, costs and expenses (including reasonable legal fees on a full-indemnity basis) suffered or incurred by any of them, arising out of or in connection with: (a) any breach by the User of these Terms; (b) any inaccuracy in any warranty or representation given by the User; (c) any unlawful act or omission of the User; (d) any claim brought by a third party against the Company in connection with the User's use of the Website or of the Services.

Clause XVI

Force majeure

The Company shall have no liability for any failure or delay in performance attributable to circumstances beyond its reasonable control, including but not limited to: act of God, war, terrorism, riot, civil commotion, government action, change in law or regulation, sanction, embargo, currency restriction, strike, lockout, industrial action, epidemic, pandemic, power or telecommunications failure, failure of internet or cloud-services providers, failure of banks, custodians or refineries, theft, piracy, or any cause of a similar nature.

Clause XVII

Suspension & termination

The Company may at any time and at its absolute discretion suspend a User's access to the Website or to the inquiry form, or terminate any engagement in progress, without notice and without liability, where: (a) the Company reasonably suspects that the User has breached any of these Terms or any term of any Brokerage Agreement; (b) the Company is required to do so by law or by a competent authority; (c) the User has provided false, misleading or incomplete information; (d) the Company's continued engagement would expose the Company to legal, regulatory, reputational or financial risk the Company considers material.

Clause XVIII

Disclaimer

No investment advice. Nothing on the Website constitutes investment, financial, legal, tax, regulatory or accounting advice. Users must take their own professional advice before entering into any transaction.

No solicitation. The Website is not directed at any person in any jurisdiction in which the publication or availability of the Website is prohibited or restricted by law. It is the responsibility of each User to inform themselves about, and to observe, any such restriction.

No certification. References on the Website to OECD principles, due-diligence procedures, screening, sanctions checks and the like describe the procedures the Company operates internally. They do not constitute, and shall not be construed as, certification by the OECD, any governmental authority, or any other third-party body. Where formal certification is required by the User, the Company will, on request and where commercially practicable, assist in obtaining it from an appropriate independent body at the User's cost.

Third-party content. Where the Website contains links to or references to third-party websites, content, prices (including any indicative spot-gold price), photographs or services, the Company makes no representation or warranty as to the accuracy, completeness, currency or legality of such content, and accepts no liability for it.

Forward-looking statements. Statements on the Website concerning sourcing volumes, future capability, transaction throughput, response times, market conditions, or any other forward-looking matter are estimates only and are not warranted. Actual outcomes may differ materially.

Clause XIX

Governing law & dispute resolution

These Terms, the use of the Website, and any non-contractual obligations arising out of or in connection with them, shall be governed by and construed in accordance with the laws of the Republic of Uganda.

Any dispute, controversy or claim arising out of or relating to these Terms, including any question regarding their existence, validity, breach or termination, shall be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, Cap. 4 of the Republic of Uganda. The arbitration shall be conducted by a sole arbitrator appointed by agreement between the parties or, failing agreement within twenty-one (21) days of the request for arbitration, by the Centre for Arbitration and Dispute Resolution (CADER) in Kampala. The seat of the arbitration shall be Kampala, Uganda; the language of the arbitration shall be English; and the award of the arbitrator shall be final and binding on the parties.

Notwithstanding the foregoing, the Company shall be entitled at its option to seek injunctive or equitable relief — including in respect of any breach of confidentiality or of intellectual-property rights — from the courts of the Republic of Uganda or the courts of any jurisdiction in which the User holds assets, and the User submits to the non-exclusive jurisdiction of such courts for that purpose.

Clause XX

Changes to these terms

The Company may amend these Terms at any time by publishing the amended version on the Website. The User's continued use of the Website, or any inquiry submitted after the publication of the amended version, shall constitute acceptance of the amended Terms. The Company recommends that Users review these Terms periodically. The "Last updated" date set out at the head of this document indicates the most recent revision.

Clause XXI

Severability, waiver & entire agreement

Severability. If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired, and the parties shall negotiate in good faith to substitute the invalid provision with a valid provision that most closely approximates its commercial intent.

Waiver. No failure or delay by the Company in exercising any right, power or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise preclude any further exercise of that right, power or privilege.

Entire agreement. These Terms, together with the Privacy Policy and Disclaimer set out above and (where applicable) the Brokerage Agreement, constitute the entire agreement between the User and the Company in respect of the subject matter hereof, and supersede all prior representations, negotiations, undertakings and agreements (whether oral or written). The User acknowledges that it has not relied on any representation, warranty or statement made by or on behalf of the Company that is not expressly set out in these Terms.

Assignment. The User may not assign, transfer or otherwise dispose of any of its rights or obligations under these Terms without the prior written consent of the Company. The Company may assign or transfer any of its rights or obligations under these Terms without consent.

Third-party rights. No person who is not a party to these Terms shall have any rights to enforce them.

Clause XXII

Notices & contact

All notices to the Company under these Terms — including data-subject requests, exercise of any right under the Data Protection and Privacy Act, 2019, and notices in connection with any dispute — shall be in writing and addressed to:

Atlas Grey Minerals Ltd
Kampala, Uganda
Email: atlas@atlasgreyminerals.com
Web: https://atlasgreyminerals.com

A notice shall be deemed received: if delivered by hand, at the time of delivery; if sent by registered post, three (3) business days after posting; if sent by email, at the time of transmission, provided no automated bounce or non-delivery report is received within twenty-four (24) hours.