Stouge & Co.

1. GENERAL
Any delivery between the parties takes place on the basis of the following general sales and delivery conditions, which apply to the extent that they are not deviated from between the parties by express written agreement. These terms of sale and delivery are considered accepted upon acceptance of offers.

2. OFFERS
Offers are binding on Stouge ApS for 30 days from the offer date. Offers must be accepted in writing (email) by the customer. Stouge ApS first commits to credit sales by order confirmation, not by submission of an offer. All order confirmations are subject to force majeure situations, including strikes and lockouts, as well as any circumstances due to lack of materials. If the customer wants special specifications that do not appear in Stouge ApS 'standard specifications, these must be explicitly stated in writing. Production equipment, drawings and the like that are included in the basis for an offer are always to be regarded as Stouge ApS property.

3. PRICES, EXPENSES, ETC.
All prices are - unless otherwise specified - based on deliveries of either 1/1 or ½ European pallets. Stouge ApS reserves the right to invoice these upon delivery. The price presupposes that the ordered quantity is purchased at the same time. Stouge ApS reserves the right to partial delivery. Tool costs as well as film / cliché costs are charged separately. If the buyer has requested the preparation of sketches, layouts, samples, etc., Stouge ApS is entitled to have costs for this covered. The customer pays tool and film / cliché costs on account. Stouge ApS reserves the right to discard films / clichés and tools if they have not been used for a period of 2 years.

4. PAYMENT
Payment must be made no later than 30 days after delivery. Payment must be made by the giro card or account transfer attached to the invoice. Invoice number must be applied for payment. If the purchase price is not paid on time, default interest will accrue without notice from the due date at 2% per. commenced month. Payment of default interest does not prevent the seller from claiming compensation for the additional loss that the buyer's breach of the payment obligation may entail. The buyer is obliged to make any payment to the seller as if the delivery had taken place at the agreed time, even if the delivery has been postponed due to the buyer's circumstances. Buyer is not entitled to set off or withhold any part of the purchase price due to counterclaims unless this is acknowledged in writing by Seller.

5. RESERVATION OF PROPERTY
The seller reserves the right of ownership of the delivered goods until payment has taken place with the addition of accrued interest and costs.

6. PROPERTY RIGHTS, COPYRIGHT, ETC.
Construction samples, tools, films, clichés, preparing dummies and samples as well as drawings are the property of Stouge ApS. These can only be handed out to the customer if a written agreement has been entered into. Any construction samples, tools, films, clichés, prepared dummies and samples as well as drawings may not be copied, published, transferred, transferred or otherwise made available to third parties without Stouge ApS 'prior written consent.

7. DELIVERY AND DELAY
Delivery takes place from the seller's address, regardless of whether the seller brings his goods to the buyer through his own people or by a third party in accordance with a separate agreement with the buyer. Delivery to the buyer is at the buyer's expense and risk. Exceeding the delivery time by 14 days due to the seller's circumstances in all respects is considered timely delivery, whereby the buyer can not for that reason exercise any powers over the seller. If delay in delivery is due to the seller being prevented from delivery due to labor dispute, fire, war, shortage of goods, employees, agents or any other circumstance as well as all cases of force majeure, delivery is postponed by the time the obstacle lasts. This applies regardless of whether the reason for the delay occurs before or after the expiry of the agreed delivery time. Seller assumes no liability or liability for damages in connection with consequences due to delayed delivery. However, both parties are entitled to cancel the agreement if the delay exceeds 1 month.

8. CHANGES
Any change to the order specification, including cancellation, can only be accepted if the order has not been taken into production, and must, in order to be valid, be confirmed in writing by Stouge ApS. If the order is taken into production at the time when it is canceled at the customer's request, the customer is obliged to pay for the work performed until the order is stopped.

9. DEFICIENCIES
The buyer must immediately upon delivery make an examination of the goods from the seller. If the buyer wants to claim a defect, the buyer must, immediately after the defect is or should have been discovered, however no later than 8 days after receipt of the goods, give the seller written notice thereof, and state what the defect consists of. If the buyer does not complain as stated, the buyer can not later claim the defect. Errors in printing, including spelling errors, are not liable if the customer has either produced film / cliché material himself or has approved proofreading. Minor color deviations are not guaranteed. For technical reasons, the circulation size may vary +/- 10%. At the seller's choice, defects in the goods sold will be remedied or returned at the seller's expense within a reasonable time. If this does not happen, the buyer is entitled to terminate the agreement, demand a reduction in the purchase price or demand compensation. If the buyer has not claimed the defect against the seller within 14 days after the delivery date, the buyer cannot later claim the defect.

10. DEFAULT
In the event of the buyer's default, the seller is entitled to stop further deliveries and demand compensation in accordance with the general rules of contract law.

11. LIMITATION OF LIABILITY
A claim for damages against the seller may not exceed the invoice amount for what is sold. Seller is not liable for operating losses, loss of profit, due to delay or defects in the goods sold. The seller must without undue delay notify the buyer in writing in the event of force majeure and other circumstances over which the seller is not in control. For product liability, the rules in force in Danish law at any given time apply. Stouge ApS is not responsible for the illustrations, texts, trademarks, designs and the like of the delivered goods that can legally be marketed in Denmark and abroad. This responsibility rests solely with the customer.

12. CHOICE OF LAW AND JURISDICTION
Any disputes between the parties shall be settled in accordance with Danish law, with the exception of conflict of law provisions. Any dispute that cannot be resolved amicably must be brought before the court at Stouge ApS's venue.