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 shall not be entitled to terminate the contract and claim compensation for any damages or lost profits, but be entitled to fix a final reasonable period of time within which delivery shall be made, which period of time shall not be less than three weeks. 7. Delay 7.1 In the event that Danpo does not make delivery within the final reasonable time fixed by the Purchaser, and the delay is not attributable to force majeure, or circumstances for which the Purchaser is responsible, the Purchaser may terminate the contract by written notice to Danpo with respect to the delayed part of the Products. Termination of a contract on successive delivery is only binding in regard to that part of the Products, which have not yet been delivered. 7.2 To the fullest extent permitted by applicable law, Danpos liability to pay damages as a result of delay shall for each delivery be limited to an amount which is equal to the purchase price of the Products affected by the delay. 8. Notification of claims 8.1 Upon receipt of the Products Purchaser shall perform an inspection to the standard normally expected for commercial use. If the Products are delayed or defective in relation to quality or quantity and Purchaser intends to rely on the delay or defect, Purchaser shall give notice to Danpo of Purchasers intention immediately and no later than 24 hours after the Purchaser has discovered or ought to have discovered the delay or defect. Otherwise, the Purchaser shall forfeit his right to set up a claim against Danpo because of delay and defects. In case Danpo arranges for carriage of the Products to the Purchaser, the Purchaser shall in addition to the above, immediately upon delivery notify the driver in writing about any visible defects. 8.2 In any event, the Purchaser will lose his right to rely on a lack of conformity, if the Purchaser does not give Danpo notice in writing thereof at Page 3 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