3.3 Danpo reserves the right to alter the prices with a prior written notice of eight weeks. Notwithstanding the beforementioned sentence, Danpo reserves the right to alter the prices with a shorter prior written notice than eight weeks in case of changes of more than 3% in production costs, wages, raw materials, packaging, sub-supplies, etc. In case of changes in VAT, duties, taxes and rates of exchange, Danpo is entitled to change the prices with effect from the time at which such changes become effective. 3.4 Prices agreed upon in a volume contract are subject to a regularly monthly pull/call of volume during the term of the contract. Notwithstanding subsection 3.3 above, if a pull deviates with +/- 20% from the average monthly pull forecasted during the term of the contract, Danpo is entitled to adjust the prices with 30 days prior written notice, which adjusted prices are valid for the rest of the term of the contract. Danpo however reserves the right to perform partial delivery. 3.5 All expenses related to Purchasers alteration and cancellation of accepted orders and Purchasers insufficient order information are borne by Purchaser. Danpo must confirm alterations and cancellation of orders requested by Purchaser in writing in order for alterations and cancellations to be binding upon Danpo. 4. Delivery 4.1 Delivery clauses agreed between Danpo and the Purchaser shall be interpreted in accordance with Incoterms 2020. Unless otherwise agreed in writing, all deliveries shall be made according to the FCA delivery clause at the address in Denmark stipulated by Danpo in accordance with Incoterms 2020. In case Purchaser does not take delivery of the Products at the place of delivery at the time for delivery, Danpo may invoice Purchaser a handling fee of no less than DKK 3,000 exclusive of VAT. 5. Payment 5.1 Payment must be made in advance before delivery, unless otherwise agreed in writing. 5.2 If Purchaser exceeds the time for payment, Danpo may charge default interest on the account receivable with 2 % per month entered into. Page 2 Our ref. DANPO A/S GENERAL TERMS OF SALE AND DELIVERY 1. Application 1.1 These General Terms of Sale and Delivery (General Terms) shall apply to all offers, order confirmations, sales and deliveries of products (Products) from Danpo A/S, a company registered in Denmark under the Danish Business 3.3 Danpo reserves the right to alter the prices with a prior written notice of eight weeks. Notwithstanding the beforementioned sentence, Danpo reserves the right to alter the prices with a shorter prior written notice than eight weeks in case of changes of more than 3% in production costs, wages, 5.3 The Purchaser is not entitled to detain or set-off any amount against any outstanding amount due to Danpo. 6. Time of delivery 6.1 Danpo continuously endeavours to make delivery at the agreed time. In the event that Danpo has not made delivery at the agreed time of delivery, the Purchaser s the latest within the shelf-life of the Products in question, cf. the information on shelf-life stipulated on the Products. 9. Defects 9.1 Danpo continuously endeavours only to deliver Products in accordance with the agreed specifications. The Purchaser accepts a quantity tolerance of +/- 10% wit time, loss of profit, loss of earnings, or any other indirect loss or consequential or indirect damages. 11.3 These General Terms shall only exclude or limit Danpos liability to the fullest extent permitted by applicable law. 12. Product Liability 12.1 Subject to the limitations stated in this assigned, transferred or otherwise granted any rights to any of such intellectual property rights to the Purchaser or any third party. 14. Private label Products 14.1 All intellectual property rights belonging to the Purchaser prior to the cooperation with Danpo remains the property of Purchaser 14.5 Purchaser may request changes to the design of the packaging materials designated for the production of Purchasers private label Products. Unless otherwise agreed in writing, all costs involved with production of a new design, including but not limited to artwork, the purchase of new printing existence, validity or termination thereof shall, if Purchaser has its place of business inside the EU, be settled by the Court in Kolding, Denmark. Valid from 1 January 2019 (Version 01) Page 8