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 unless otherwise agreed in writing. 14.2 In the event that Danpo is met with an infringement allegation, claim or lawsuit of any third partys trademark or other intellectual property rights due to its private label production or sale of the Products with a trademark or other intellectual property rights provided by the Purchaser, Danpo shall notify the Purchaser promptly in writing. The Purchaser shall protect, defend, indemnify, assume full liability and hold harmless Danpo from and against any allegation, claim, lawsuit, liabilities, penalties, losses, damages, charges, settlements, judgments, costs and expenses (including legal fees), which may be incurred or asserted against Danpo relating to any third partys trademark or other intellectual property rights, due to its private label production or sale of the Products with a trademark or other intellectual property rights provided by the Purchaser to Danpo. 14.3 To the extent that the production of Purchasers private label Products prerequisites that Danpo purchases specific packaging material, Danpo may unless otherwise agreed in writing, at any time invoice Purchaser any private label packaging materials designated for the production of Purchasers private label Products that are redundant, due to lack of purchase orders from Purchaser and dispose of the redundant private label packaging materials. 14.4 Prior to Danpos invoicing and disposal of redundant private label packaging material designated for the production of Purchasers private label Products, Danpo notifies the Purchaser in writing of Danpos intentions. Unless Purchaser within five (5) calendar days from the date of Danpos written notification forwards purchase orders acceptable to Danpo at Danpos own discretion, which entail the purchase and use of at least 80% of the redundant private label packaging materials, Danpo may invoice Purchaser the cost price of the redundant private label packaging materials, the costs involved with disposal of the redundant private label packaging materials plus a handling fee. Page 6 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