General delivery and payment terms of:

Nursery Koala

The Pol 13

8337 KS The Pol

tel: 06-41156392

email: info@eucalyptuskwekerijkoala.nl

Triodos bank: 786665254

Kvk : 08172701

VAT : NL143422832BO1

IBAN : NL61TRIO0786665254

BIC CODE : TRIONL2U

ARTICLE 1: APPLICABILITY

1. These conditions shall apply to all offers and agreements of Nursery Koala.

2. Otherwise conditions shall be part of the agreement concluded between the parties and to the extent that both parties have agreed in writing.

3. The term ‘written’ in these terms and conditions should also mean: by fax, e-mail or any other way of communication which can be the same for the state of technology and the views in force in social circulation are being asked.

4. The possibility of not applying a provision of these terms and conditions shall be without prejudice to the applicability of the other provisions.

ARTICLE 2: AGREEMENTS

1. Agreements may be established orally in accordance with the provisions of this Article below.

2. Nursery Koala shall be bound first after it actually implements an order placed by the other party or to a tender accepted by the other party and/or if it confirms the order or the accepted tender in writing.

3. Additions or amendments to the agreement after the entry into service are binding first after written confirmation by Nursery Koala.

4. In the event that Nursery Koala confirms the entry into service of the Agreement in writing to the other party and the other party has not expressed its objections to Nursery Koala within two days of the dispatch of this confirmation, the written confirmation deemed to be correct and complete.

ARTICLE 3: THIRD PARTIES TAKE-OVER

Nursery Koala is authorised to enable third parties to carry out what has been agreed.

ARTICLE 4: OFFERS

1. All offers, quotations, price lists, delivery times etc. of Nursery Koala are non-binding, unless they contain a deadline for acceptance. If a tender or offer contains a non-committal offer and this is accepted by the other party, Nursery Koala has the right to revoke the offer within 2 working days of receiving acceptance.

2. Images, examples and descriptions or other data provided by Nursery Koala shall apply only to the designation and do not bind it.

ARTICLE 5: INTERIM PRICE INCREASES

Interim price increases in cases due to currency fluctuations, increase in transport costs, rights and public administration taxes, increase in wages or other unexpected costs where parties achieve the agreement reasonably did not have to take into account, even after the agreement has already been reached by Nursery Koala to the other party.

ARTICLE 6: DELIVERY

1. Delivery of cases shall be carried out directly from the nursery or from the site of supplier(s). Delivery occurs at the time when the business leaves the nursery or the site of the supplier(s), at the moment the risk is about the other party.

2. The transport of the ordered cases shall be carried out in a manner to be determined by Koala Nursery, but for the risk of the other party, unless the parties have expressly agreed in writing otherwise. All transport costs, both directly and indirectly, counted from the place of delivery, including any clearance fees, special charges and/or other additional costs (such as costs of the plant sickness service, fines, costs of quarantine of the cases) are on behalf of the other party.

3. Nursery Koala is not liable for damages (including loss), of any kind and form related to transport, whether or not cases have been suffered.

4. The other party is in favour of the good accessibility of the place of destination.

5. In case of delivery in phases, each phase is considered a separate transaction to be invoiced.

6. Nursery Koala shall be empowered to demand advance or certainty of the other party on the fulfilment of the financial obligations of the other party before making a delivery.

7. The other party cannot claim compensation or omission of payment on the basis of disapproval if products delivered have been approved for imports or exports both inside and outside the EU by the Dutch Planning Service.

ARTICLE 7: RECLAMATION

1. The other party shall be obliged to take matters directly upon receipt of their control. If the other party finds visible errors, imperfections and/or defects, this should be immediately communicated to Nursery Koala or to be registered on the freight letter or guidance voucher and then immediately communicated to Nursery Koala. In all cases, the Other Party Nursery Koala should, within 24 hours of receipt of the cases, be informed by telephone, if possible, by e-mail.

2. If the above-reported complaint has not been disclosed to Koala nursery within the time limits referred to in Article 7, the cases shall be deemed to have been received in good condition.

3. Complaints shall not suspend the obligation to pay.

4. Nursery Koala should be able to investigate the complaint.

5. In all cases, return shall be made in a manner to be determined by Nursery Koala and to a destination to be determined by Nursery Koala. Return returns will be borne by the return and risk of the return, unless Nursery Koala declares the complaint justified, nursery Koala will take care of the cost of return.

6. No right to reclamation shall apply in respect of damage caused after delivery.

7. The other party cannot claim compensation or omission of payment on the basis of disapproval if products delivered have been approved for imports or exports both inside and outside the EU by the Dutch Planning Service.

ARTICLE 8: WARRANTY/LIABILITY

1. Nursery Koala is losing its duties as expected from a company in its industry. The cases involved in the Agreement comply with the quality standards and standards of government in force in its industry and shall be checked with the utmost care and prepared for dispatch. The cases are delivered in the state in which they are located, in the conclusion of the agreement.

2. Nursery Koala shall not accept any liability, for any reason, for damages, including injury and injury, consequential damage, business damage, loss of profit and/or stagnation damage resulting from the actions or omission of itself, its staff or from third parties involved in it, except in so far as there is intent and/or conscious recklessness of its management and/or its staff or if it results otherwise from legal provisions of coercive law.

3. The other party shall exempt Nursery Koala and its suppliers or its suppliers for Nursery Koala and its suppliers, in the event of actions by third parties pursuant to tort or product liability.

4. Without prejudice to paragraphs 1 to 3 of this Article, the liability of Koala Nursery and its suppliers shall be limited to the amount of the net price of the cases concerned in the Agreement. Satisfaction of this guarantee is the only and full compensation.

5. Without prejudice to the provisions of the previous paragraph of this Article, Nursery Koala has never been compensated which is more than the amount insured.

6. For example, the need for a guarantee provided by Nursery Koala of third parties shall be guaranteed, that guarantee will apply equally between parties.

7. In all cases, the time limit in which Nursery Koala can be addressed to compensation for damage is limited to 6 months.

ARTICLE 9: PAYMENT

1. Payment shall be made within 14 days of the invoice date in a manner declared by Koala Nursery.

2. Any costs of (international) transfers are always borne by the other party and may never be withheld by the other party on the invoice amount.

3. If an invoice has not been paid in full after the expiry of the period referred to in paragraph 1:

A. the other party to Nursery Koala will owe a delay rate of 1 per month cumulatively to calculate over the principal. Portions of one month shall be considered to be full months in these months;

B. after being admonished by Koala Nursery, the other party will be due at least 10 of the sum of the principal and the delay rate with an absolute minimum of Ä 150.00 in relation to extrajudicial costs;

4. If the other party has not fulfilled its payment obligations in good time, Nursery Koala shall be empowered to suspend the fulfilment of the obligations to supply entered into with the other party until payment is made or proper certainty for this has been lodged. The same applies to vÛÛr the moment of default or failure if Nursery Koala has reasonable suspicion that there are reasons to doubt the creditworthiness of the other party.

ARTICLE 10: RESERVATION OF OWNERSHIP

1. Nursery Koala reserves ownership of delivered and delivered items for the time when the other party has fulfilled its related payment obligations to Nursery Koala.

2. The matters covered by the reservation of ownership may be resold by the other party only in the context of its normal business.

3. Where Nursery Koala invokes the reservation of ownership, the agreement concluded in this area shall be determinate, without prejudice to the right of Nursery Koala to claim compensation for damage, foregone profit and interest.

4. The other party shall be obliged to inform Nursery Koala in writing that third parties assert rights on matters subject to a reservation of ownership under this Article.

ARTICLE 11: BANKRUPTCY

Without prejudice to the provisions of the other Articles of these conditions, the agreement concluded between the Other Party and Nursery Koala shall be terminated, without the need for judicial intervention and without any default, at the time where an application for bankruptcy is lodged with regard to the other party, the other party is declared in a state of bankruptcy, (provisional) sursèance of payment, and from the moment there is a reasonable suspicion is that the other party will either apply for short-term suspension of payment or bankruptcy and this has been made known to the other party by Nursery Koala.

ARTICLE 12: APPLICABLE LAW/COMPETENT JUDGE

1. Only Dutch law shall apply to the agreement concluded between Koala Nursery and the other party. Disputes arising from the agreement will also be settled under Dutch law.

2. Any disputes will be settled by the competent court in the place where Nursery Koala is located or the competent court in the place where the other party is located, for the choice of Koala Nursery.