Terms of Sale and Delivery

A.  Introduction1. The following terms and conditions of sale and delivery apply to all agreements forthe sale and delivery of goods and services (the "Product") between Jetsport v/Claus Bo Mørk, CVR-nr. 14488006, Blytækkervej 15, 8800 Viborg ("Jetsport") and acustomer ("Customer"), regardless of any conflicting or additional terms and conditions in Customer's purchase order, general purchasing conditions or other communication from Customer. No such conflicting or additional terms and conditions shall be deemed accepted by Jetsport unless expressly confirmed in writing by Jetsport.

2. These terms and conditions therefore form an integral part of any order placed by the Customer.

B. Offers
1. Written offers made by Jetsport are valid for 30 days from the date of the offer (letter or email), unless otherwise agreed in writing. After expiry of this deadline, Jetsport's offer automatically lapses. Offers made orally must be accepted immediately.

2. Jetsport reserves the right, also within the 30 days, to make price adjustments in submitted offers with immediate effect.

3. Jetsport also reserves the right to change any delivery time and date stated in the offer if the Customer does not confirm the offer within one working day.

4. Delivery agreement exists when the Customer has accepted an offer in writing via the webshop, or otherwise when Jetsport has sent an order confirmation to theCustomer.

C. Price
1. All prices are net prices excluding, among other things, VAT, taxes, delivery costs, freight and similar.

2. Information and prices provided by Jetsport in brochures, catalogues, price lists, advertisements on the Internet or orally are of an indicative nature only, which is why the Customer can only invoke the content of individual offers as the basis for anagreement.

3. Additionally, offer prices do not include the following:

  • Costs for creative presentations and original material unless agreed in writing.
  • Costs for extra work that Jetsport must perform due to missing, unsuitable or defective material received from the Customer.
  • Costs for corrections in a presentation/materials after submission of the offer.
  • Costs for overtime, freight or similar as a result of circumstances beyond Jetsport's control.

D. Delivery
1. Delivery is ex works, cf. Incoterms 2020, unless otherwise expressly agreed in writing.

2. The delivery times stated in the offer, or an order confirmation are indicative unless a fixed delivery time has been expressly agreed in writing.

3. If a fixed delivery time has been expressly agreed, Jetsport is entitled to extend it by 15 working days from the agreed delivery date. However, Jetsport is obliged to notify the Customer in writing of the delay without undue delay when Jetsport becomes aware of it. The Customer may not exercise any remedies for breach of contract until after the expiry of the extended delivery time. If the extended delivery time  isexceeded, the Customer is entitled to terminate the agreement if Jetsport has not delivered the Service within an additional period of at least 15 working days set by the Customer in writing.

4. If nothing has been expressly agreed regarding delivery time, this is determined unilaterally by Jetsport.

5. If Jetsport's delay in delivery is due to force majeure, cf. section L below, or due to the Customer's act or omission, the delivery time is extended accordingly for Jetsport. The delivery time shall be extended even if the cause of the delay occurs after the expiry of the originally agreed delivery time.

6. In addition to the right to cancel the order, as stated in section 3 , the Customer,regardless of whether the agreement is maintained or cancelled, is precluded from asserting other remedies for breach of contract, including liability for damages, proportionate reduction or the like, in connection with Jetsport's delay. Thus, the Customer has no further claims against Jetsport under any circumstances as a result of any delay.

E. Terms of payment
1. Unless otherwise agreed in writing, payment must be made net cash.

2. Jetsport is entitled to charge interest at 2% per current month as well as reminder fees, any collection costs, etc. in accordance with the legislation in force at any time.

3. If there may be a financial outstanding between the Customer and Jetsport as a result of the Customer not yet having paid an invoice sent by Jetsport, Jetsport is entitled to refrain from commencing production of an order subsequently placed by the Customer until any financial outstanding balance has been paid by the Customer. In addition, Jetsport is entitled to exercise retention in any asset, including logo files,clothing, etc. belonging to the Customer, as security for the Customer's full payment including interest and costs of any outstanding balance with Jetsport.

4. Jetsport credit insures the Customer. To the extent that it may not be possible tocredit insure the Customer or the conditions for this change in a negative direction for Jetsport, Jetsport is, regardless of agreed payment terms, unilaterally entitled to demand prepayment of any order sum before the execution of an order iscommenced or require collateral, cf. section G below.

F. Property rights
1. Both the material as well as the intellectual property rights to the preparatorywork/layouts and original materials prepared by Jetsport belong to Jetsport and may not be transferred to third parties without written agreement. All intermediatematerial, including frames, films and other - not supplied by the Customer - remains Jetsport's property at all times.

G. Collateralisation
1. Jetsport is at all times, including after an order has been placed, entitled to demand satisfactory security for Jetsport's total costs in connection with the agreement.

2. If Customer fails to provide the required security, Jetsport is entitled to immediately stop work and cancel the agreement without further liability for Jetsport. In such a situation, the Customer is also liable for any costs incurred by Jetsport as well as Jetsport's loss of earnings as a result of the cancellation.

H. Duty of Inspection and complaints
1. Immediately upon receipt of the Product, and before the Product is put into use, the Customer is obliged to check and test the Product to ensure that the Product is not defective. In the event of defects, the Customer is obliged to immediately complain in writing to Jetsport, stating the nature and extent of the defect. If a Product is used or washed, this is accepted by the Customer. To the extent that the Customer, as a result of the completed inspection and testing of the Product, should have discovered thatthere were defects in the Product, it is then not possible to make defect claims against Jetsport.

2. If the Customer finds that the Product is defective, the Customer is obliged to submit a written complaint to Jetsport immediately and no later than 5 working days afterthe time of delivery, stating the exact nature and extent of the defect.

3. In the event of defects which, despite inspection and testing, can only be detected at a later date, the Customer must submit a complaint immediately after the Customer could or should have detected the defect and no later than three months afterdelivery has taken place.

4. If such complaints are omitted, the Customer loses its right to assert claims regarding such defects.If a complaint is made too late, but Jetsport nevertheless enters into substantivenegotiations with the Customer in connection with the complaint made, this is done in all cases without prejudice, and Jetsport is thus not precluded from subsequently invoking that the complaint was made too late.

I. Defects
1. Jetsport delivers the Product to Customer based on samples and standards, data sheets and specifications received from Customer.

2. The Customer is obliged to thoroughly check the proofs, proofs, sample embroidery or digital presentations of the Products sent. To the extent that there may be errors herein that are not corrected by the Customer, Jetsport is exempt from liability in any context and the Customer is furthermore obliged to pay the full price for the Product as agreed.

3. Jetsport is entitled to a quantity deviation of plus/minus 5% for quantities of 100 pieces or more.

4. In the event of a timely complaint for defects in the delivered product, whichJetsport recognises, Jetsport is entitled, at its own discretion, to redeliver or carry out a remedy. Rectification or redelivery is done by the Customer returning the defective product to Jetsport at its own expense and risk, unless it is agreed inwriting that return is not necessary. Jetsport then remedies or redelivers thedefective Product, which is done by making the Product available to Customer at the originally agreed delivery location.

5. To the extent that the Customer or third parties, for whom Jetsport is notresponsible, are responsible for applying the logo etc. themselves Jetsport is not responsible for the logo etc.

6. If the Customer has complained in a timely manner about defects in the delivered goods and it turns out that there is no defect, Jetsport is entitled to compensation for the work and costs incurred by Jetsport in addition to the purchase price.

7. If Jetsport does not fulfil its obligations to remedy within a reasonable time, the Customer may give Jetsport a final deadline for fulfilment, however, at least 15working days. If the obligations are not fulfilled before the expiry of the set deadline, or remediation is not possible, the Customer may terminate the agreement bywritten notice to Jetsport.

8. In addition to the right to cancel the agreement, the Customer, regardless ofwhether the order is maintained or cancelled, has no further remedies for defects, including compensation or proportionate reduction to Jetsport in the event of defects.

J. Product liability
1. For product liability, Jetsport is only liable to the extent that Jetsport has insurance coverage for the defect in question. Jetsport's at any time applicable terms forinsurance coverage for product liability will be forwarded upon request from the Customer.

2. Customer shall indemnify Jetsport to the extent that Jetsport is held liable to a third party for such damages and/or losses for which Jetsport is not liable under the above provisions. The Customer is obliged to be sued in the same court if the third partybrings legal action against Jetsport on the basis  of damage allegedly caused by the object of sale.

3. Jetsport can never be liable for operating losses, loss of time, loss of profit, daily penalties, consequential damages, lost earnings or any form of indirect loss.

K. General Limitations of Liability
1. Jetsport can never be liable for operating losses, loss of time, loss of profit, daily penalties, consequential damages, lost earnings or any form of indirect loss.

2. Jetsport cannot be held liable for any damage or any defect that may result from Customer's incorrect, inappropriate or careless use or treatment of the Service.

3. Jetsport does not provide any guarantees unless this is expressly stated in writing in the agreement concluded between Jetsport and the Customer.

4. If Jetsport has given a warranty to the Customer, the warranty coverage does not include any incorrect use in relation to the instructions for use provided with the Product or Jetsport's instructions. A warranty given by Jetsport also lapses if the Product is modified, serviced or attempted to be repaired by anyone other than Jetsport or a repairer authorised by Jetsport.

5. Jetsport is not liable for Customer's infringement of third party intellectual property rights including design, copyright, trademarks or the like. In the event that a third party may make Jetsport for infringement of third party rights, the Customer must fully indemnify Jetsport for all costs, claims and damages resulting therefrom.

6. The Customer is responsible for products entrusted to Jetsport. The Customer isobliged to have such products insured, and Jetsport may only be liable for damage to such products, including in particular products on which Jetsport performsprocessing, which may be due to Jetsport's or persons for whom Jetsport is responsible for gross negligence.

7. Jetsport's total liability for any claim arising out of the agreement or in connection with the Product, and regardless of whether the claim is based on contract, tort,indemnity, statute or otherwise, shall be limited to the total amount paid or payable by the Customer for the relevant Product.

L. Force majeure
1. Jetsport is in any case exempt from liability for non-performance or delayedfulfilment of the agreement when the delay or non-performance is due to externalcircumstances over which Jetsport has had no influence and could not foresee at the time of entering into the agreement, including, but not limited to, pandemics, strikes, lockouts, fire or water damage, machine or IT breakdowns, natural disasters, unforeseen changes in transport conditions or similar, shortage of goods or other situations attributable to force majeure.

2. Conditions at Jetsport's subcontractors and/or business partners, including delays and defects as well as machine or IT breakdowns, which mean that Jetsport is unable to fulfil its obligations to the Customer, are also considered force majeure.

3. Jetsport will in such cases perform delivery as soon as the situation and circumstances allow.

4. If Jetsport wishes to invoke any of the circumstances mentioned, the Customer must be informed as soon as possible of which event has occurred and when it is expected to end.

5. Notwithstanding what otherwise follows from these terms of sale and delivery,Jetsport as well as the Customer may, however, terminate the agreement by written notice to the other party if the fulfilment of the agreement is prevented for morethan 6 months by an event as mentioned in this point L.

M. Subcontractors
1. Jetsport is at all times entitled, in whole or in part, to have the order executed by a subcontractor.

N. Confidentiality
1. The agreement is confidential.

2. Unless otherwise provided by mandatory statutory provisions, stock exchange rules or final court decision, a Party is not entitled to use confidential information (meaning business, financial, technical or other information which is not generally known or available and which the receiving Party cannot prove to have received lawfully from a third party not under an obligation of confidentiality) for any purpose other than the performance andfulfilment of the Agreement. The receiving Party must store the received confidentialinformation according to the same standard used to protect its own confidential information of the same importance. A Party shall also not disclose to third parties (other than to its external advisors, employees and subcontractors subject to the same obligation ofconfidentiality where necessary to fulfil the permitted purpose and to its group companies subject to the same obligation of confidentiality for the purpose of facilitating their contract negotiations with the disclosing Party and/or its group companies) or publish suchconfidential information received by such Party in connection with this Agreement.

O. Settlement of disputes
1. The Agreement shall be governed by and construed in accordance with Danish law except for (a) rules that lead to the application of law other than Danish law, and (b) the United Nations Convention on Contracts for the International Sale of Goods (CISG).

2. Any disputes that may arise between Jetsport and the Customer shall be settled by the competent court at Jetsport's place of jurisdiction.