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 plates and repro, are invoiced to Purchaser. Furthermore, Danpo is not obliged to purchase packaging materials with a new design, before packaging material with the old design is either used up or Purchaser has reimbursed Danpo the cost price for the packaging material with the old design, which will become redundant from the time, when packaging material with a new design comes into use. 14.6 Purchaser shall accompany its request for change in design of the packaging material with information on whether the packaging material with the old design is to be used up before the packaging material with the new design comes into use, or if Purchaser instead will reimburse Danpo the cost price for the redundant packaging material with the old design. 15. Partial invalidity 15.1 If one or more of the terms and conditions in these General Terms or any part of a term is deemed invalid, unenforceable, illegal or inoperable, the validity, enforceability, legality or operability of all further terms and conditions shall not be affected or diminished thereby. 16. Applicable law 16.1 These General Terms and any subsequent contract shall be governed by Danish law, with the exception of any conflict of law rules in Danish law. 17. Disputes 17.1 Any dispute arising out of or in connection with these General Terms and any subsequent sales contract, including any disputes regarding the existence, validity or termination thereof shall, if Purchaser has its place of business outside the EU, be settled by arbitration administrated by The Danish Institute of Arbitration in accordance with the rules of arbitration procedure adopted by The Danish Institute of Arbitration and in force at the time when such proceedings are commenced. The place of arbitration shall be Kolding, Denmark. The language to be used in the arbitral proceedings shall be English. 17.2 Any disputes arising out of or in connection with these General Terms and any subsequent sales contract, including any disputes regarding the Page 7 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