1. DEFINITIONS AND APPLICABILITY

1.1 General terms and conditions, hereinafter referred to simply as (GTC): the present terms and conditions;

1.2 Flikweert Vision Technologies B.V., hereinafter referred to simply as ‘FVT’, registered with the Chamber of Commerce under no. 82960151 and located at 4306 NE Nieuwerkerk on Platte Capelledijk no. 1;

1.3 In these GTC, the following definitions shall apply:

Supplier: FVT;

Customer or other party: the contracting party of FVT;
Parties: FVT and its customer/third party jointly;
Service: the performances carried out by FVT for the buyer, such as the delivery of items, assembly of items delivered by FVT or not, contracting of work, maintenance, repairs and services, such as advice and inspection. In short, everything for which FVT is commissioned or which are performed or should be performed by FVT, because they are directly related to the order issued by the purchaser or the product sold and delivered by FVT;
Property: a tangible object, including the software (if any) contained therein;
Software: only software included in the delivered item;
In writing: by letter, e-mail message and in any other manner agreed by the parties, other than orally;
Additional work: any performance performed by FVT in consultation with the customer, whether or not recorded in writing, in addition to the agreement;
Price: the price applicable to the product according to Article 3; -
Agreement: the offer with order confirmation, any additional purchase agreement, the software maintenance contract and the service order;

1.4 These terms and conditions apply to all offers and to all deliveries, services and agreements of FVT and form part of every (legal) act related to the preparation, establishment or execution of the agreement between the parties, including follow-up, amended and additional assignments, insofar as they have not been explicitly deviated from in writing between FVT and its counterparty;

1.5 Besides FVT, persons directly or indirectly involved by FVT in the provision of services, including third parties or employees of FVT, may also rely on these GTC;

1.6 Deviations from these GTC are valid only when expressly agreed in writing between the parties;

1.7 The applicability of purchasing conditions or other conditions of the customer is always rejected, unless expressly agreed otherwise in writing between the parties;

1.8 In the event of a conflict over the content of the contract concluded between FVT and the Customer and these GTC, the provisions of the contract shall take precedence and the order of precedence shall be: a: additional written agreements, b: the contract concluded, c: these GTC;

2. OFFERS AND FORMATION OF AN AGREEMENT

2.1 Any offer and quotation by FVT is without obligation and may be revoked by FVT up to 3 working days after acceptance;

2.2 Each offer and quotation is based on the performance of the agreement under normal conditions and during normal working hours;

2.3 If a customer provides information to FVT, FVT may assume the accuracy and completeness of this information and base its quotation and any supplementary agreement on it;

2.4 The Customer shall indemnify FVT against any claims of third parties relating to the use of advice, drawings, calculations, designs, materials, samples, brands, models and the like provided by or on behalf of the Customer. The Customer shall compensate all damage to be suffered by FVT, including all costs incurred for the defence of such claims;

2.5 The data mentioned in product documentation, illustrations, drawings, size and weight specifications etc. are only binding if and insofar as they are expressly included in a quotation or order confirmation from FVT or in a contract signed by the parties;

2.6 Verbal promises/agreements shall bind FVT only insofar as they have been confirmed in writing.

3. PRICE AND PAYMENT

3.1 The prices stated in the offer and any additional agreement are expressed in euros, exclusive of turnover tax and other government levies or taxes and based on Ex Works in accordance with the Incoterms in force on the date of the offer. “Factory” means FVT's business premises;

3.2 The prices mentioned in clause 3.1 are exclusive of travel, accommodation, packaging, storage and transport costs as well as the costs of loading, unloading and cooperation with customs formalities and exclusive of the costs of raw materials, semi-finished products, models and tools made available by the customer;

3.3 If after the date of conclusion of the agreement one or more of the cost price factors undergoes an increase -even if this occurs as a result of circumstances foreseeable to FVT- FVT shall be entitled to increase the price accordingly;

3.4 FVT may charge separately for additional work as soon as it is aware of the amount to be charged for it. The aforementioned articles 3.1, 3.2 and 3.3 apply mutatis mutandis to the calculation of additional work;

3.5 The arrangements in the offer/agreement are decisive;

3.6 Payment shall be made to a bank account designated by FVT;

3.7 The Customer's right to set off any claims against FVT or to suspend the fulfilment of its obligations towards FVT is excluded, unless there is a suspension of payments or bankruptcy of FVT;

3.8 Irrespective of whether FVT has fully performed the agreed performance, all that the customer owes or will owe FVT under the contract is immediately due and payable by FVT if:

a payment deadline has been missed;
Customer does not fulfil its obligations under Article 16 (uncollected goods);
the customer's bankruptcy or suspension of payments has been filed;
attachment is levied on goods or receivables of the customer;
buyer (company) is dissolved or liquidated;
customer (natural person) applies for admission to statutory debt restructuring, is placed under guardianship or has died;

3.9 In case of delay in the payment of a sum of money, the Customer shall owe FVT the statutory commercial interest as referred to in article 6:119a of the Dutch Civil Code on that sum of money from the day following the day agreed as the latest day of payment until the day the Customer has paid the sum of money. If the parties have not agreed on a final day for payment, the statutory commercial interest as referred to in article 6:119a of the Dutch Civil Code shall be due from the moment the payment is due.

3.10 If payment has not been made on time, the customer shall owe FVT all extrajudicial costs in accordance with the Extrajudicial Collection Costs Standardisation Act.

4. INTELLECTUAL PROPERTY

4.1 FVT shall be deemed the creator, designer and/or inventor, respectively, of the product, works, models or inventions created under the agreement;

4.2 FVT does not transfer any intellectual property rights to the customer when executing the agreement;

4.3 If the product to be delivered by FVT (partly) consists of the delivery of computer software, the source code will not be transferred to the Customer. The Customer will acquire a non-exclusive, time-limited and worldwide user licence to the computer software exclusively for the normal use and proper functioning of the product. The customer is not allowed to transfer the licence or to issue a sub-licence. If the customer sells the item to a third party, the licence shall pass to the acquirer of the item by operation of law;

4.4 FVT is not liable for any damage the Customer suffers as a result of an infringement of the intellectual property rights of third parties. The Customer shall indemnify FVT against any claim by third parties regarding an infringement of intellectual property rights;

4.5 All offers, drawings, diagrams, designs, material lists and other documentation provided by FVT in the offer, including -but not limited to- brochures, catalogues, price lists, folders and all (technical) data provided therein and/or thereby in the form of designs, drawings, illustrations, models, samples, tables, diagrams and the like and all other data and information provided, shall explicitly remain the industrial and/or intellectual property of FVT. All the aforementioned may not, without FVT's express written consent, be copied in whole or in part other than for internal use by the customer and may not be shown or handed over to any third party or otherwise made known, nor used or made available by the customer other than for the purpose for which they were supplied by FVT;

4.6 The customer is expressly forbidden, without FVT's prior written and express permission, to copy any material or any data or information as referred to in article 4.5 wholly or partly and/or to make it known to third parties in any way whatsoever and/or to have it used by third parties and/or to resell it or make it available. The use of this material, data and information must be strictly limited to the customer's own use. At the first written request of FVT, as well as if the customer does not conclude a written agreement with FVT within the term of the offer or cancels this agreement (in writing), all the material referred to here and all data and information referred to here must immediately be returned to FVT;

4.7 FVT retains the intellectual and/or industrial property rights to all computer programmes provided by FVT to the customer, including programmes that have been specifically produced for the customer, as well as to software in the broadest sense of the word, peripheral equipment, technical data, circuit diagrams and/or work schedules, user and/or operating instructions, drawings and all essential documentation and other data and information. All the aforementioned may not be reproduced, processed or imitated by the Customer other than for its own use in connection with the system or product in question and may not be used or otherwise transferred to third parties. The Customer shall keep confidential the knowledge underlying the computer programs originating from FVT. Insofar as the computer programs concerned are protected by patent or copyright owned by FVT, FVT grants the customer a right of use under these rights for the customer's own use in connection with the product concerned;

4.8 If a product sold by FVT to a purchaser in the Netherlands infringes an industrial or intellectual property right of a third party and the purchaser is sued in this respect, the purchaser must inform FVT of this immediately and in writing. FVT will then, at its discretion, either grant the customer the right to use the product or modify the product in such a way that it no longer constitutes an infringement, or supply the customer with a replacement product that does not constitute an infringement, or, once the product has been received back from the customer, refund the purchase price after deduction of a reasonable fee for the period during which the customer had the goods at his disposal. With regard to infringement of an industrial or intellectual property right outside the Netherlands, the purchaser will not be able to enforce any claims against FVT and will have no claims whatsoever;

5. DELIVERY TIME AND EXECUTION PERIOD

5.1 Any delivery time or execution period stated by FVT is indicative; exceeding the delivery time or execution period shall never entitle the Customer to damages or dissolution.

5.2 The delivery time or execution period will not commence until all commercial and technical details have been agreed upon, all information -including final approved drawings and the like- are in FVT's possession, the agreed (instalment) payment has been received by FVT and the other conditions for the execution of the order have been met;

5.3 The Customer shall pay all costs incurred or damage suffered by FVT as a result of a delay in the delivery time or execution period;

6. DELIVERY AND TRANSFER OF RISK

6.1 Delivery will take place at the moment that FVT makes the item available to the customer at its business location and has notified the customer that the item is at the customer's disposal. From that moment on, the customer shall bear, inter alia -but not limited to- the risk of the item for storage, loading, transport and unloading;

6.2 The Customer and FVT may agree that FVT will arrange transport. The risk of, inter alia, storage, loading, transport and unloading will in that case also rest with the Customer. The Customer may insure itself against these risks;

6.3 If there is a trade-in and the customer keeps the item to be traded in pending delivery of the new item, the risk of the item to be traded in shall remain with the customer until he has placed the item to be traded in in FVT's possession. If the customer cannot deliver the good to be exchanged in the condition it was in when the agreement was concluded, FVT may (partially) dissolve the agreement.

7. OVERVIEW

7.1 A failure to fulfil its obligations cannot be attributed to FVT if such failure is the result of force majeure;

7.2 Force majeure includes -but is not limited to- the circumstance that third parties engaged by FVT, such as suppliers, subcontractors and transporters, or other parties on which FVT is dependent, fail to fulfil their obligations or fail to fulfil them on time, but also, among other things, weather conditions, natural disasters, terrorism, cybercrime, disruption of digital infrastructure, fire, power failure, loss, theft or loss of tools, materials or information, road blocks, strikes or work stoppages, pandemics, and import or trade restrictions;

7.3 FVT has the right to suspend the fulfilment of its obligations if it is temporarily prevented from fulfilling its obligations towards the customer due to force majeure. Once the force majeure situation has lapsed, FVT shall fulfil its obligations as soon as its schedule permits;

7.4 If there is force majeure and fulfilment is or becomes permanently impossible, or the temporary situation of force majeure has lasted for more than six months, FVT shall be authorised to dissolve all or part of the agreement with immediate effect. In such cases the Customer is also authorised to dissolve the agreement with immediate effect, but only for that part of the obligations that have not yet been fulfilled by FVT;

7.5 The parties shall not be mutually entitled to compensation for damage suffered or to be suffered as a result of the force majeure, suspension or dissolution within the meaning of this article.

8. RESPONSIBILITY OF CUSTOMER WITH REGARD TO SERVICE/WORK

8.1 The Customer must ensure that all permits, exemptions and other decisions necessary to carry out the work have been obtained in good time. The Customer is obliged to send a copy of the aforementioned documents to FVT at its first request;

8.2 Unless expressly agreed otherwise in writing, the work expressly does not include: groundwork, pile driving, cutting, breaking, foundation work, masonry, carpentry, plastering, painting, wallpapering and/or repair work or other construction work, the realisation of connections for gas, water, electricity, internet or other infrastructural facilities, measures to prevent or limit damage to or theft or loss of items present at or near the work site, removal of materials, building materials or waste, vertical and horizontal transport; the space where the product is placed must be structurally and otherwise suitable for this purpose.

9. EXECUTION OF THE WORK

9.1 The Customer shall ensure that FVT can perform its work undisturbed and at the agreed time and that, in the performance of its work, it has access to the necessary facilities such as gas, water, electricity, stable functioning and fast internet, compressed air, heating, lockable dry storage space and facilities prescribed under the Working Conditions Act and regulations;

9.2 The Customer bears the risk and is liable for damage to and theft or loss of items belonging to the Customer, FVT and third parties, such as tools, materials intended for the work or equipment used in the work, which are located at or near the place where the work is performed or at another agreed location;

9.3 Without prejudice to the provisions of article 9.2, the Customer shall be obliged to take out adequate insurance against the risks mentioned in article 9.2. The Customer must also arrange for insurance of the working risk of the equipment to be used. The Customer must send FVT on first request a copy of the relevant insurance policy or policies and proof of payment of the premium. If there is any damage, the Customer is obliged to report this immediately to its insurer for further processing and settlement.

10. MOREWORK

10.1 Changes to the work and therefore to what the parties have agreed with each other in the agreement concluded between them, shall in any case result in more work if there is a change in the design, specifications or the specifications, if the information provided by the Customer does not correspond to the actual reality, if estimated quantities differ by more than 5%;

10.2 Additional work will be calculated on the basis of the price-determining factors applicable at the time the additional work is carried out. The Customer is obliged to pay the price of the additional work to FVT at FVT's first request.

11. DELIVERY OF THE PRODUCT

11.1 The product is considered delivered in the following cases:

when customer has approved the product;
when the product has been put into use by the customer;
when FVT has notified the customer in writing that the product has been completed and the customer has not expressed his disapproval in writing within 14 days from the day of notification;
when the customer does not approve the product on the grounds of minor defects or missing parts that can be repaired or after-delivered by FVT within 30 days and which do not prevent putting the product into service;

11.2 If the customer does not approve the product, he is obliged to inform FVT of this in writing, stating reasons. The purchaser must give FVT the opportunity to deliver the product;

11.3 The Customer shall indemnify FVT against third-party claims for damage to undelivered parts of the product caused by the use of already delivered parts of the product.

12. LIABILITY

12.1 In case of an attributable failure, FVT shall still be bound to fulfil its contractual obligations, subject to article 13 (warranty);

12.2 FVT will take out adequate insurance. The extent of FVT's obligation to compensate damage on whatever basis shall never exceed the invoice amount. ;

12.3 Fulfilment of the applicable warranty obligations and/or payment by FVT's insurer or payment by FVT (with due observance of the aforementioned maximum from 12.2) of the established damage shall constitute sole and full compensation. For the rest, the Customer shall expressly and fully indemnify FVT;

12.4 Without prejudice to the provisions of Article 13, any claim for damages shall lapse one year after the damage has manifested itself or has been discovered or recognised, or could reasonably have been discovered or recognised, and in any event two years after delivery;

12.5 If a complaint with regard to goods delivered is deemed well-founded by FVT, FVT shall only be obliged to replace or repair the faulty goods delivered without the purchaser being able to claim any right to compensation for whatever reason. Lodging a complaint shall never release the buyer from his payment obligations to FVT;

12.6 The Customer shall not be entitled to invoke any right of suspension or any right of set-off against FVT;

12.7 Not eligible for reimbursement:

consequential damage. Consequential damage includes stagnation damage, loss of production, loss of profit, fines, transport costs and travel and accommodation costs;
supervision damage. Oversight damage includes damage caused by or during the execution of the work to objects on which work is being carried out or to objects in the vicinity of the place where work is being carried out;
damage caused by intent or deliberate recklessness of auxiliary persons or non-managerial subordinates of FVT;

The Customer shall take out adequate insurance against the aforementioned forms of damage;

12.8 FVT is not bound to compensate any damage to material supplied by or on behalf of the customer as a result of improper processing on the machine by the customer;

12.9 The Customer shall indemnify FVT against all liability of third parties due to product liability as a result of a defect in a product delivered by the Customer to a third party and of which the products or materials delivered by FVT form part. The Customer shall be obliged to compensate all damage suffered by FVT in this respect, including the (full) costs of defence.

13. WARRANTIES AND OTHER CLAIMS

13.1 Unless otherwise agreed in writing, FVT guarantees the proper execution of the agreed performance as detailed in the following articles for a period of 12 months after delivery or completion;

13.2 If the parties have agreed different warranty terms, this article shall otherwise remain applicable;

13.3 FVT provides a guarantee on the soundness of the materials used and the agreed properties. The guarantee period commences the day after the date of delivery. The applicability of Title 1 Book 7 BW is excluded, including articles 7:17 and 7:23 BW. No guarantee is given for parts and materials which by their nature have a shorter period of use or life or are subject to wear and tear;

13.4 Defects to materials delivered which are covered by the guarantee will be -at FVT's sole discretion- either repaired or replaced by new delivery and/or parts;

13.5 FVT has the right to perform warranty activities outside its own company (or have them performed) if this - exclusively at FVT's discretion - is in the interest of those activities or if the performance of such activities in FVT's company is reasonably - exclusively at FVT's discretion - not possible or not desirable;

13.6 The guarantee will lapse if additions or changes are made to the work, including but not limited to the product, or if a software modification has been made in or with regard to the delivered goods that was not carried out by FVT or if faults have been eliminated by third parties or if the customer does not make use of FVT's software maintenance contract. If it appears - exclusively at FVT's discretion - that work offered to FVT for repair and/or rectification does not show any defects, all costs incurred in this respect shall be at the expense of the purchaser, also during the guarantee period;

13.7 Under penalty of lapse of any warranty, the customer shall ensure that only air complying with the ISO 8573-3:2010 [7:4:4] standard will be used;

13.8 No availability guarantee or other process guarantee is expressly given by FVT. The software required for the product/machine is provided ‘as is’ and ‘as available’, without any rights with regard to use, suitability or otherwise. FVT has a best-efforts obligation to keep the software up-to-date;

13.9 Defects resulting or partly resulting from or directly/indirectly related to so-called hacking and/or software viruses and/or malware etc. with regard to computers, semiconductor products and/or software in the broadest sense of the word do not fall under the guarantee and with regard to such defects and any consequences thereof there is no guarantee claim whatsoever on the part of the customer towards FVT;

13.10 If the agreed performance has not been carried out properly, FVT will make a choice within a reasonable period of time as to whether it will still perform it properly or credit the customer for a proportionate part of the order price;

13.11 If FVT chooses to still perform the service properly, it shall determine the manner and time of performance. The purchaser must in all cases give FVT the opportunity to do so. If the agreed performance (partly) consisted of the processing of material supplied by the customer, the customer must supply new material at his own expense and risk;

13.12 Parts or materials of the Customer that are repaired or replaced by FVT must be sent to it by the Customer;

13.13 At the customer's expense:

all transport and/or shipping costs;
all costs for disassembly and assembly;
travel, accommodation and travel time;

13.14 FVT shall not be bound to perform the guarantee until the customer has fulfilled all its obligations.

Warranty is excluded for defects resulting from:

Normal wear and tear;
injudicious use;
non- or improperly performed maintenance by the customer himself or by third parties;
installation, assembly, modification or repair by the customer or third parties;
defects to unsuitability of items originating from or prescribed by the customer;
defects in or unsuitability of materials or tools used by the customer;

No warranty is given on:

delivered items that were not new at the time of delivery;
inspecting and repairing items belonging to the customer;
parts under factory warranty;

13.15 The provisions of 13.3 to 13.8 shall apply mutatis mutandis to any claims by the Customer on the grounds of non-performance, non-conformity or on whatever basis.

14. COMPLAINTS, CLAIMS

14.1 The Customer can no longer invoke a defect in the performance if he has not complained about it in writing to FVT within 14 days after he has discovered or reasonably should have discovered the defect;

14.2 The Customer must have submitted complaints about the invoice to FVT in writing within the payment period, under penalty of forfeiting all rights. If the payment term exceeds 30 days, the customer must have complained in writing no later than 30 days after the invoice date.

15. SECURITIES AND RETENTION OF TITLE

15.1 Irrespective of the agreed payment conditions, the customer is obliged to provide adequate security for payment at FVT's first request, at its discretion. If the customer fails to do so within the set term, he shall immediately be in default. FVT shall in that case have the right to dissolve the agreement and to recover its damages from the customer;

15.2 FVT remains the owner of delivered items for as long as the customer:

failed to fulfil its obligations under the agreement with FVT;
claims arising from failure to perform the above agreement, such as damages, penalties, interest and costs, has not been paid;

15.3 As long as goods delivered are subject to retention of title, the Customer may not encumber and/or alienate those goods. This clause has effect under property law;

15.4 After FVT has invoked its reservation of title, it may recover the items delivered to the customer. The Customer will cooperate fully to this end;

16. UNCOLLECTED GOODS

16.1 Upon expiry of the delivery time or execution period, the Customer is obliged to actually take delivery of the item(s) that are the subject of the agreement at the agreed place;

16.2 The Customer must render all cooperation free of charge to enable FVT to make delivery;

16.3 Uncollected goods shall be stored at the Customer's expense and risk;

16.4 In case of violation of the provisions of 16.1 and 16.2 of this article, the customer shall, after FVT has given him notice of default, owe FVT for each violation a penalty of € 250 per day with a maximum of € 25,000. This penalty may be claimed in addition to damages under the law.

18. TRANSFER OF RIGHTS AND OBLIGATIONS

18.1 The Customer cannot transfer or pledge any rights or obligations under any article of these GTC or the underlying agreement(s), except with FVT's prior written consent;

18.2 The Customer undertakes vis-à-vis FVT, who accepts this for itself, to impose for the benefit of FVT, in the event of a full or partial alienation or transfer of the product/machine, as well as in the event of any grant of any right of use or enjoyment under property law or personal right of use or enjoyment to the new owner, limited user or user, that the provisions of Articles 4.6, 4.7, 4.8, 4.9, 17.1 and 17.2 of these GTC are stipulated verbatim, except for any replacement of the Customer's name by that of the new transferee.6, 4.7, 4.8, 4.9, 17.1 and 17.2 of these GTC, word for word, except for the possible replacement of the name of the purchaser by that of the new transferee or right of use or enjoyment;

18.3 If the Customer or its assignee fails to comply with the obligations agreed upon above, the Customer or its assignee shall owe FVT an immediately payable penalty of € 10,000 (IN ADDITION TO THOUSAND EUROs) and € 100 (IN ADDITION TO ONE HUNDRED EUROs) for each day that the breach continues, with FVT having the right to claim performance and/or any further damage suffered from the Customer or its assignee in addition to the aforementioned penalty;

18.4 The Customer or its assignee shall be in default in the event of breach or non-compliance with one or more provisions of the provisions of 18.2 and 18.3 by the mere fact of the breach or non-compliance, without any notice of default being required, so that the penalty stipulated shall be immediately payable to FVT and any further damage suffered may be claimed by FVT.

19. TERMINATION OR CANCELLATION OF THE AGREEMENT

19.1 The Customer is not authorised to terminate or cancel the agreement, expressly including the mandatory software maintenance contract, unless FVT consents thereto. If FVT consents, the Customer shall owe FVT an immediately payable compensation equal to the agreed price, minus the savings for FVT resulting from the termination. The compensation payable to FVT consists of at least 20% of the agreed price;

19.2 If the price is made dependent on the actual costs to be incurred by FVT (cost-plus basis), the compensation referred to in 19.1 shall be equal to the costs already incurred by FVT.

20. CONFIDENTIALITY AND PENALTY

20.1 All information (such as offers, designs, images, drawings and know-how) of whatever nature and in whatever form provided by or on behalf of FVT to the Customer are confidential and may not be used by the Customer or by any third party acquirer for any purpose other than for the execution of the agreement;

20.2 The information mentioned in Articles 4.6, 4.7, 4.8 and 20.1 may not be disclosed or multiplied by the Customer or by a third party acquirer;

20.3 If the Customer breaches the obligations mentioned in articles 4.6, 4.7, 4.8, 20.1 and 20.2, the Customer shall owe FVT an immediately payable fine of €25,000 for each breach. (IN WORDS: TWENTY-FIVE THOUSAND EUROS). This penalty shall be without prejudice to the possibility to claim the damage actually suffered by FVT from the Customer and may be claimed in addition to damages under the law;

20.4 The Customer must return or destroy the information referred to in articles 20.1 and 20.2 at FVT's first request, within a term set by FVT (at FVT's discretion). If this provision is infringed, the Customer shall owe FVT an immediately payable fine of € 1,000 (IN THOUSAND EURO) per day. This penalty may be claimed in addition to damages under the law.

21. OTHER PROVISIONS

21.1 Obligations which by their nature are intended to continue even after dissolution/termination of the agreement concluded between the parties shall continue to exist even after dissolution/termination of the agreement. These obligations include: indemnification for violation of intellectual (property) rights, confidentiality, dispute resolution, applicable law and domicile;

21.2 The Customer shall allow FVT to record (parts of) the line belonging to the product delivered or the machine on visual and audio material, in order to be able to use it for future sales activities (trade fairs, social media, leaflets, banners, listing on the website, etc.) by FVT. To this end, FVT will be allowed to visit the line in consultation with the customer with potentially interested buyers/buyers in the context of sales purposes of FVT. FVT will announce in advance who the potential buyer is.

22. APPLICABLE LAW AND COMPETENT COURT

22.1 Dutch law shall apply;

22.2 Disputes arising from this agreement will be dealt with exclusively by the competent court of the District Court of Zeeland-West Brabant, location Middelburg.

General terms and conditions for Flikweert Vision Technologies B.V., February 2023