General terms and conditions

Cargo Specialties Nederland B.V.

Besloten vennootschap Cargo Specialties Nederland B.V. (hereinafter CSN) is registered with the Chamber of Commerce under number 80552900 and has its registered office at Poortland 66 (1046BD) in Amsterdam.

Article 1 - Definitions

1. In these general terms and conditions, the following terms are used in the following meanings unless expressly stated otherwise:

2. Offer: Any written offer to the Buyer to supply Products by the Seller to which these terms and conditions are inseparably linked.

3. Company: The natural or legal person acting in the exercise of a profession or business. 4. Buyer: The Company that enters into an Agreement (at a distance) with the Seller.

5. Agreement: The (distance) sales agreement for the sale and delivery of Products purchased by the Buyer from CSN.

6. Products: The Products offered by CSN concerns packaging materials in the broadest sense of the word.

7. Seller: The provider of Products to the Buyer, hereinafter referred to as CSN.

Article 2 - Applicability

1. These general terms and conditions shall apply to any Offer made by CSN and any Agreement between CSN and a Buyer and to any Product offered by CSN.

2. Before an Agreement (at a distance) is concluded, the Buyer shall be provided with these general terms and conditions. If this is not reasonably possible, CSN shall indicate to the Buyer how the Buyer can inspect the general terms and conditions, which shall in any case be published on the CSN website, so that the Buyer can easily save these general terms and conditions on a durable data carrier.

3. Deviations from these general terms and conditions may be made in exceptional situations if this is explicitly agreed in writing with CSN.

4. These general terms and conditions also apply to additional, amended and follow-up agreements with the Buyer. Any general and/or purchase conditions of the Buyer are expressly rejected.

5. If one or more provisions of these general terms and conditions are partially or wholly void or annulled, the remaining provisions of these general terms and conditions shall remain in force and the void/annulled provision(s) shall be replaced by a provision with the same purport as the original provision.

6. Uncertainties about the content, interpretation or situations not regulated in these general terms and conditions shall be assessed and explained according to the spirit of these general terms and conditions.

7. Where reference is made in these general terms and conditions to she/him/him, this should also be construed as a reference to he/she/him, if and to the extent applicable.

Article 3 - The Offer

1. All Offers made by CSN shall be without obligation, unless expressly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this shall be explicitly stated in the Offer. An Offer shall not be deemed to have been made until it has been recorded in writing.

2. The Offer made by CSN is free of obligation. CSN shall only be bound by the Offer if its acceptance is confirmed in writing by the Buyer within 30 days, or if the Buyer has already paid the amount due. CSN shall nevertheless be entitled to refuse an Agreement with a potential Buyer for a valid reason.

3. The Offer contains an accurate description of the Product offered with corresponding prices. The description is detailed enough to enable the Buyer to make a proper assessment of the Offer. Obvious mistakes or errors in the Offer cannot bind CSN. Any images and specific data in the Offer are merely indicative and may not constitute grounds for any compensation or dissolution of the Agreement (at a distance). CSN cannot guarantee that the colours in the image correspond exactly to the real colours of the Product.

4. Delivery times and Deadlines stated in CSN's Offer are indicative and if exceeded shall not entitle the Buyer to dissolution or damages, unless expressly agreed otherwise.

5. A composite quotation shall not oblige CSN to deliver part of the goods included in the offer or Offer at part of the quoted price.

6. If and insofar as there is an offer, this does not automatically apply to repeat orders. Offers are only valid until stocks last, and according to the 'made-to-order' principle.

Article 4 - Conclusion of the Agreement

1. The Agreement is concluded when the Buyer has accepted an Offer from CSN by placing an order or paying for the Product concerned.

2. An Offer may be made by CSN via the website or by telephone.

3. If the Buyer has accepted the Offer by entering into an Agreement with CSN, CSN shall confirm the Agreement with the Buyer in writing, at least by e-mail.

4. If the acceptance deviates (in minor points) from the Offer, CSN shall not be bound by it.

5. CSN is not bound by an Offer if the Buyer could reasonably have expected or should have understood that the Offer contains an obvious mistake or clerical error. The Buyer cannot derive any rights from this mistake or clerical error.

6. If the Buyer has communicated the order incorrectly (by telephone), the Buyer has the opportunity to report the error to CSN within 12 hours of receiving the order confirmation. CSN shall then send a

send new confirmation by e-mail. If the Buyer does not report this in time, (early) repair is not possible, and costs may be associated with the repair.

7. The right of withdrawal is excluded for the Buyer.

Article 5 - Execution of the Agreement

1. CSN shall perform the Agreement to the best of its knowledge and ability.

2. If and to the extent required for the proper execution of the Agreement, CSN shall be entitled to have certain work carried out by third parties at its own discretion.

3. The Buyer shall ensure that all information which CSN indicates is necessary or which the Buyer should reasonably understand is necessary for the performance of the Agreement is provided to CSN in good time. If the data necessary for the performance of the Agreement are not provided to CSN in due time, CSN shall be entitled to suspend performance of the Agreement.

4. In performing the Agreement, CSN shall not be obliged or obliged to follow the Buyer's instructions if this changes the content or scope of the Agreement. If the instructions result in additional work for CSN, the Buyer shall be obliged to pay the additional or additional costs accordingly.

5. CSN may require security from the Buyer or full payment in advance before proceeding to execute the Agreement.

6. CSN shall not be liable for damage, of whatever nature, caused by CSN's reliance on incorrect and/or incomplete information provided by the Buyer, unless CSN was aware of such incorrectness or incompleteness.

7. The Buyer indemnifies CSN against any claims from third parties who suffer damage in connection with the performance of the Agreement and which is attributable to the Buyer.

8. Before the Product is purchased, CSN shall make samples available to the Buyer in order to test the Product. CSN never guarantees the Product. The Buyer itself is responsible for testing the Product using the samples made available by CSN for the application desired by the Buyer.

9. CSN may, if so instructed, provide advice for the Product in a general sense. The content of such advice shall not be binding and shall only be of an advisory nature, but CSN shall observe its duty of care. The Buyer shall decide for itself and at its own responsibility whether to follow the advice.

10. Advice given by CSN, in whatever form, shall never be regarded as binding advice. Actual circumstances may differ from the situation advised.

11. At CSN's first request, the Buyer shall be obliged to assess any proposals submitted by it. If CSN is delayed in its work because the Buyer fails to assess a proposal submitted by CSN or fails to do so in time, the Buyer itself shall at all times be responsible for the consequences arising therefrom, such as delay.

12. The nature of the service implies that the result is at all times dependent on external factors that may influence CSN's reports and advice, such as the quality, accuracy and timely delivery of required information, as well as the actual application of the product and actual circumstances of the relevant situation in which the product is used.

Article 6 - Delivery

1. If the commencement, progress or delivery of the Agreement is delayed because, for example, the Buyer has failed to provide all requested information or to do so in time, fails to cooperate sufficiently, the payment or deposit is not received in time by CSN or any delay occurs due to other circumstances beyond CSN's control, CSN shall be entitled to a reasonable extension of the delivery or completion period. All agreed (delivery) periods shall never be deadlines. The Buyer must give CSN written notice of default and allow it a reasonable period of time to effect delivery. The Buyer shall not be entitled to any compensation as a result of the delay.

2. The Buyer shall be obliged to take delivery of the goods at the time they are made available to it under the Agreement, even if they are offered to it earlier or later than agreed.

3. If the Buyer refuses to take delivery or fails to provide information or instructions necessary for delivery, CSN shall be entitled to store the goods at the expense and risk of the Buyer.

4. If the Products are delivered by CSN or an external carrier, CSN shall be entitled to charge for any delivery costs, unless agreed otherwise in writing. These shall be invoiced separately unless expressly agreed otherwise.

5. If CSN requires information from the Buyer in connection with the performance of the Agreement, the delivery period shall not commence until the Buyer has made available to CSN all information required for the performance.

6. If CSN has specified a delivery period, this shall be indicative. Longer delivery periods shall apply for delivery outside the Netherlands.

7. CSN is entitled to deliver the goods in parts, unless this is departed from in an Agreement or the partial delivery has no independent value. CSN is entitled to invoice the goods thus delivered separately.

8. Deliveries shall only be made if all invoices have been paid unless expressly agreed otherwise. CSN reserves the right to refuse delivery if there is a well-founded fear of non-payment.

Article 7 - Packaging and transport

1. CSN undertakes vis-à-vis the Buyer to package the goods to be delivered properly and to secure them in such a way that they reach their destination in good condition during normal use.

2. Unless otherwise agreed in writing, all deliveries shall be inclusive of turnover tax (VAT), packaging and packaging materials.

3. The acceptance of goods without any remarks on the waybill or receipt shall be proof that the packaging was in good condition at the time of delivery.

Article 8 - Examination, complaints

1. The Buyer shall be obliged to inspect the delivered Products or have them inspected at the time of delivery or transfer, but in any case within 3 days of receiving the delivered Products, and only to unpack or use the Products to the extent necessary to assess whether it retains the Product. In doing so, the Buyer shall examine whether the quality and quantity of the delivered Product corresponds to the Agreement and whether the Products meet the requirements applicable to them in normal (commercial) dealings.

2. The Buyer is obliged to examine and inform itself how the Product should be used. CSN accepts no liability for the incorrect use of the Product by the Buyer.

3. Any visible defects or shortages must be reported to CSN in writing after delivery at [email protected]. The Buyer shall have 14 days from delivery to do so. Non-visible defects or shortages must be reported within 14 days of discovery, but no later than 6 months after delivery. If the Product is damaged due to careless handling by the Buyer, the Buyer shall be liable for any depreciation in value of the Product.

4. If a complaint is submitted in time pursuant to the previous paragraph, the Buyer shall remain obliged to pay for the goods purchased. If the Buyer wishes to return defective goods, it shall only do so with CSN's prior written consent in the manner indicated by CSN.

5. CSN is entitled to initiate an investigation into the authenticity and condition of the returned Products before a refund will be made.

6. Refunds to Buyer shall be processed as soon as possible, but may take up to 14 days after receipt of Buyer's declaration of dissolution. Refunds will be made to the account number previously provided.

7. If the Buyer exercises its right of complaint, the Buyer being a Business shall not be entitled to suspend its payment obligation nor to set off outstanding invoices.

8. If delivery is not complete, and/or if one or more Products are missing, and this is attributable to CSN, CSN shall, following a request to that effect from the Buyer, either send the missing Product(s) or cancel the remaining order. The confirmation of receipt of the Products shall be leading in this respect. Any damage suffered by the Buyer as a result of the (deviating) scope of delivery cannot be recovered from CSN.

Article 9 - Prices

1. During the validity period of the Offer, the prices of the Products offered shall not be increased, except in the case of changes in VAT rates.

2. The prices stated in the Offer are exclusive of VAT, unless expressly stated otherwise.

3. The prices mentioned in the Offer are based on the cost factors applicable at the time of the conclusion of the Agreement, such as: import and export duties, freight and unloading costs, insurance and any levies and taxes.

4. In the case of Products or raw materials for which there are price fluctuations on the financial market and over which CSN has no control, CSN may offer these Products with variable prices. The Offer shall state that the prices are guide prices and may fluctuate.

5. Unless otherwise agreed, the Buyer must reimburse the samples.

Article 10 - Payment and collection policy

1. Payment shall preferably be made in advance in the currency in which invoiced by the method indicated, unless otherwise agreed and/or indicated.

2. The Buyer cannot derive any rights or expectations from an estimate issued in advance, unless the parties have expressly agreed otherwise.

3. The Buyer shall make payment in a lump sum to the account number and details of CSN made known to it. The parties may agree a different payment term only with the express written consent of CSN.

4. If a periodic payment obligation of the Buyer has been agreed, CSN shall be entitled to adjust the applicable prices and rates in writing subject to a period of 3 months.

5. In the event of the liquidation, bankruptcy, attachment or suspension of payments of the Buyer, CSN's claims against the Buyer shall become immediately due and payable.

6. CSN shall be entitled to have payments made by the Buyer go first of all to reduce costs, then to reduce interest due and finally to reduce the principal sum and current interest. CSN may, without thereby being in default, refuse an offer of payment if the Buyer indicates a different order of allocation. CSN may refuse full repayment of the principal sum, if this does not include the interest that has fallen due, the current interest and the costs.

7. If the Buyer fails to meet its payment obligation and has not fulfilled its obligation within the 30-day payment period set for that purpose, the Buyer shall be in default.

8. From the date that the Buyer is in default, CSN shall, without further notice of default being required, claim statutory (commercial) interest from the first day of default until payment in full, and compensation of the extrajudicial costs in accordance with Article 6:96 of the Dutch Civil Code, to be calculated in accordance with the graduated scale from the Decree on compensation for extrajudicial collection costs of 1 July 2012.

9. If CSN has incurred more or higher costs that are reasonably necessary, such costs shall be eligible for reimbursement. Any judicial and execution costs incurred shall also be borne by the Buyer.

Article 11 - Retention of title

1. All goods delivered by CSN shall remain the property of CSN until the Buyer has fulfilled all the following obligations under all Agreements concluded with CSN.

2. The Buyer shall not be authorised to pledge or otherwise encumber the goods subject to retention of title if ownership has not yet been transferred in full.

3. If third parties seize goods delivered subject to retention of title or wish to create or enforce rights thereon, the Buyer shall be obliged to inform CSN thereof as soon as may reasonably be expected.

4. In the event that CSN wishes to exercise its property rights as referred to in this article, the Buyer hereby grants unconditional and irrevocable permission and authorisation to CSN or third parties to be designated by it to enter all those places where CSN's property is located and to repossess those goods.

5. CSN shall be entitled to retain possession of the Product(s) purchased by the Buyer if the Buyer has not yet fulfilled its payment obligations (in full), despite CSN's obligation to transfer or surrender them. After the Buyer has subsequently fulfilled its obligations, CSN shall endeavour to deliver the purchased Products to the Buyer as soon as possible, but no later than within 20 working days.

6. Costs and other (consequential) damage resulting from the retention of the purchased Products shall be at the Buyer's expense and risk and shall be reimbursed by the Buyer to CSN on first demand.

Article 12 - Warranty

CSN guarantees that the Products comply with the Agreement, the specifications stated in the offer, usability and/or soundness and the statutory rules/regulations at the time the Agreement is concluded. This also applies if the goods to be delivered are intended for use abroad and the Buyer has expressly notified CSN of this use in writing at the time of entering into the Agreement. CSN can explicitly give no guarantee regarding the individual application of the Product in connection with the circumstances of the case regarding the manner in which the Product is used.

Article 13 - Suspension and dissolution

1. CSN shall be authorised to suspend fulfilment of its obligations or to dissolve the Agreement if the Buyer fails to fulfil its (payment) obligations under the Agreement or fails to do so in full.

2. Furthermore, CSN shall be authorised to dissolve the Agreement existing between it and the Buyer, insofar as it has not yet been executed, without judicial intervention, if the Buyer fails to fulfil, or fails to fulfil on time or properly, its obligations under any Agreement entered into with CSN.

3. CSN shall also be authorised to dissolve the Agreement (or have it dissolved) without prior notice of default if circumstances arise of such a nature that performance of the Agreement is impossible or can no longer be demanded in accordance with standards of reasonableness and fairness, or if other circumstances arise of such a nature that unaltered continuation of the Agreement can no longer be reasonably expected.

4. If the Agreement is dissolved, CSN's claims against the Buyer shall be immediately due and payable. If CSN suspends fulfilment of its obligations, it shall retain its claims under the law and the Agreement.

5. CSN retains the right to claim damages at all times.

Article 14 - Limitation of liability

1. If the performance of the Agreement by CSN results in CSN's liability to the Buyer or third parties, such liability shall be limited to the costs charged by CSN in connection with the Agreement unless the damage is caused by intent or gross negligence. CSN's liability shall in any case be limited to the maximum amount of damages paid by the insurance company per occurrence per year.

2. CSN shall not be liable for consequential damage, indirect damage, loss of profits and/or losses suffered, missed savings and damage resulting from the use of the Products supplied is excluded

3. CSN is not liable for and/or obliged to repair damage caused by the use of the Product. CSN may issue maintenance and use instructions that must be followed by the Buyer. All damage to Products as a result of wearing and use is expressly excluded from liability (this includes traces of use, user damage, fall damage, light and water damage, theft, loss, etc.).

4. CSN is not liable for any damage that is or may be the result of any act or omission as a result of (imperfect and/or incorrect) information on the website(s) or from linked websites.

5. CSN is not responsible for errors and/or irregularities in the functionality of the website and is not liable for breakdowns or unavailability of the website for any reason.

6. CSN does not guarantee the correct and complete transmission of the content of and e-mail sent by/on behalf of CSN, nor its timely receipt.

7. Any advice provided by CSN on the basis of incomplete and/or incorrect information provided by the Buyer shall never constitute grounds for liability on the part of CSN.

8. The content of CSN's completed advice is non-binding and only advisory in nature. The Buyer shall decide for itself and at its own responsibility whether to follow CSN's proposals and advice contained herein. All consequences resulting from following the advice shall be at the Buyer's expense and risk. The Buyer shall at all times be free to make its own choices which deviate from the advice given by CSN. CSN shall not be liable for any form of refund if this is the case.

9. CSN is not liable for damage suffered by the Client to service products in the event of the use of CSN's Product. Consider, for example, the loss of quality of the Client's products.

10. All claims by the Buyer for shortcomings on the part of CSN shall lapse if not reported to CSN in writing, giving reasons, within one year after the Buyer became aware or could reasonably have become aware of the facts on which it bases its claims. All claims by the Buyer shall in any case lapse one year after the termination of the Agreement.

Article 15 - Force majeure

1. CSN shall not be liable if it is unable to fulfil its obligations under the Agreement as a result of a situation of force majeure, nor can it be held to fulfil any obligation if it is prevented from doing so as a result of a circumstance which is not attributable to its fault and which is not for its account by virtue of the law, legal act or generally accepted practice.

2. Force majeure shall in any case include, but is not limited to, the relevant definitions in the law and case law, (i) force majeure of CSN's suppliers, (ii) failure to properly fulfil the obligations of suppliers prescribed or recommended by the Buyer to CSN, (iii) defectiveness of goods, equipment, software or materials from third parties, (iv) government measures, (v) electricity failure, (vi) failure of internet, data network and telecommunication facilities (e.g. due to cyber-crime and hacking), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transport problems, (x) strikes at CSN's company and (xi) other situations which, in CSN's opinion, are beyond its control that temporarily or permanently prevent it from fulfilling its obligations.

3. CSN shall be entitled to invoke force majeure if the circumstance preventing (further) fulfilment occurs after CSN should have fulfilled its obligation.

4. The parties may suspend the obligations under the Agreement during the period of force majeure. If this period lasts longer than two months, each of the parties shall be entitled to dissolve the Agreement, without any obligation to pay compensation to the other party.

5. Insofar as CSN has already partially fulfilled its obligations under the Agreement at the time when force majeure occurs or will be able to fulfil them, and independent value can be attributed to the part already fulfilled or to the part to be fulfilled respectively, CSN shall be entitled to invoice that part separately. The Buyer must pay this invoice as if it were a separate Agreement.

Article 16 - Transfer of risk

The risk of loss of or damage to the Products that are the subject of the Agreement shall pass to the Buyer at the time the goods leave CSN's warehouse.

Article 17 - Intellectual property rights

1. All intellectual property rights and copyright of CSN shall belong exclusively to CSN and shall not be transferred to the Buyer.

2. The Buyer is prohibited from disclosing and/or reproducing, altering or making available to third parties all documents subject to CSN's intellectual property rights and copyrights without CSN's express prior written consent. If the Buyer wishes to make alterations to items delivered by CSN, CSN must give its explicit consent to the intended alterations.

3. The Buyer is prohibited from using the Products subject to CSN's intellectual property rights other than as agreed in the Agreement.

Article 18 - Privacy, data processing and security

1. CSN shall treat the (personal) data of Buyer and visitors to the website(s) with care. If requested, CSN shall inform the person concerned.

2. If CSN is required to provide information security under the Agreement, such security shall comply with the agreed specifications and a security level that is not unreasonable in view of the state of the art, the sensitivity of the data, and the associated costs.

Article 19 - Complaints

1. If the Buyer is not satisfied with CSN's Products and/or has complaints about the (performance of the) Agreement, the Buyer is obliged to report these complaints as soon as possible, but no later than within 14 calendar days of the relevant occasion that led to the complaint. Complaints can be reported via [email protected] with the subject "Complaint".

2. The complaint must be sufficiently substantiated and/or explained by the Buyer for CSN to be able to deal with the complaint.

3. CSN shall respond to the complaint in substance as soon as possible, but no later than 14 calendar days after receipt of the complaint.

4. The parties will try to reach a solution jointly.

Article 20 - Applicable law

1. Any Agreement between CSN and the Buyer shall be governed by Dutch law. The applicability of the (CISG) Vienna Sales Convention is expressly excluded.

2. In the event of any interpretation of the content and scope of these general terms and conditions, the Dutch text shall always prevail. CSN shall be entitled to amend these general terms and conditions unilaterally.

3. All disputes arising under or as a result of the Agreement between CSN and the Buyer shall be settled by the competent District Court of Amsterdam unless provisions of mandatory law result in the jurisdiction of another court.

Amsterdam, 7 September 2021