01. General conditions

1.1 KU'UIPO CV, with registered office at 3560 Lummen, Haagdoorstraat 12 box A and registered in the Crossroads Bank for Enterprises (CBE) under the number 0764.592.206. Hereinafter referred to as: KU'UIPO.

And KU'UIPO GmbH, with registered office at 8002 Zürich, Bleicherweg 64a and registered in the Commercial Registry of the Canton of Zürich under the number CHE-447.343.432. Hereinafter referred to as: KU'UIPO.

1.2 All agreements concluded and orders accepted by KU'UIPO are subject to the following terms and conditions.

1.3 Only these terms and conditions apply to the relationship between KU'UIPO and its clients, who acknowledge acceptance of them when placing an order. If a deviation from these terms and conditions or a special agreement is expressly preferred in writing, these terms and conditions shall continue to apply at least in a complementary manner.

6. Force Majeure

6.1 If KU'UIPO cannot execute the order due to force majeure, including accidents, illness, government measures, fire, war, strikes, lock-outs, riots, delays by suppliers, lack of transport material, breakdown of the internet provider, etc., KU'UIPO shall be entitled to terminate the agreement without any further compensation to the customer. In this case, delivery or execution deadlines are extended by right.

6.2 If in a situation of force majeure KU'UIPO has already partially fulfilled its obligations, or can only partially fulfil its obligations, K'UIPO shall be entitled to invoice the work already carried out separately and the customer shall be obliged to pay this invoice as if it were a separate agreement.

2. Offers and quotations - formation of the contract

7. Complaints and warranty

2.1 Offers and quotations are made with all reservations and are without obligation on the part of KU'UIPO. Quotations and quotations are only valid for the time mentioned in the quotation, in principle 30 days after they have been made. No rights can be derived from past offers or quotations for future assignments.

2.2 KU'UIPO considers as its customer the natural or legal person who has entrusted KU'UIPO with the order, unless it has been expressly stated that one is acting on behalf of a third party and on condition that the name, address and company number of this third party are communicated to KU'UIPO at the same time. The person who places an order for a legal entity commits himself in solidarity with the legal entity in whose name he acts.

2.3 Orders, agreements or other arrangements are valid only if confirmed in writing by the parties. Upon receipt of the signed quotation, an advance payment of at least 30% of the quotation amount may be charged. As soon as the advance payment is received by KU'UIPO, the works are started or the order is placed.

2.4 Any cancellation of an order by either party must be in writing. In the event of cancellation, in addition to compensation for the services already rendered and the goods and materials ordered and/or delivered, the customer shall be liable for liquidated damages amounting to 30% of the price of the order. If the cancellation is made by the end customer, the performances already delivered must be reimbursed.

2.5 In case of untimely cancellation or the impossibility to execute the order/assignment due to the customer's negligence or fault, the customer shall be obliged to reimburse the services already rendered (excl. VAT).

2.6 Any modification of the offer at the request of the customer must be made in writing and in principle gives rise to a new offer or quotation, and this at the discretion and decision of KU'UIPO, which in this case is entitled to adjust the deadline and/or the rate or to modify the order as yet.

2.7 Additional work may be proved by all legal means. Any request for additional work at the request of the customer may give rise to an additional quotation or price quote, and this at the discretion and decision of KU'UIPO, which in this case is entitled to adjust the deadline and/or the rate or to modify the order as yet. If an additional quotation is drawn up, it must be signed before its execution.

7.1 All complaints in connection with the services or products provided must be reported in writing to KU'UIPO within 8 calendar days. Invisible defects must be reported in writing immediately after their discovery. A defect that has not been reported in time shall invalidate any right to repair or replacement. The receipt of a complaint by KU'UIPO cannot be considered by the customer as a sign that KU'UIPO considers the complaint timely or justified.

7.2 In case defects occur and are reported in time, KU'UIPO has the choice of repairing the defects in accordance with the order form or paying compensation for them.

7.3 The damages to which KU'UIPO may be liable on the basis of this agreement, whatever the cause, nature or object of the claim, shall not exceed 20 percent of the invoiced value of the purchase order, unless the customer can prove higher damages. KU'UIPO can only be held to the amount of the invoice. In case the customer considers to be entitled to such compensation, he has to prove the defects and his damages in an adversarial way. He is not allowed to withhold or delay payment of outstanding invoices.

7.4 KU'UIPO shall only be liable for damage that is the direct and demonstrable result of a shortcoming attributable to them. Under no circumstances can KU'UIPO be held liable for all other forms of damage such as trading loss, damage due to delay, loss of use and loss of profit. In any event, KU'UIPO's liability shall be limited to the amount equal to the invoice value excluding VAT for the order in question.

3. Execution of the agreement

8. Intellectual property

3.1 KU'UIPO takes due care in carrying out the orders entrusted to it and is only charged with an obligation of means. Terms of delivery and/or execution are given by way of information only and are therefore not binding on KU'UIPO, unless expressly agreed otherwise between the parties.

However, delays in delivery and/or performance cannot give rise to any penalty, compensation, rescission of the contract or refusal to accept the product.

3.2 Partial deliveries and/or performances are permitted. KU'UIPO reserves the right to invoice these partial deliveries and/or executions as the work progresses.

3.3 At each stage of the execution of the agreement, the customer shall provide KU'UIPO in a timely manner with all data deemed necessary for the execution of the agreement. If these necessary data are not provided to KU'UIPO in time, KU'UIPO shall be entitled to suspend the execution of the agreement and/or to invoice the customer for the additional costs resulting from the delay.

3.4 The quotation price includes one round of corrections for works delivered by KU'UIPO. After receiving the work, the customer has 10 calendar days to make comments. After the expiration of 10 calendar days, KU'UIPO considers the illustrations or designs final. Corrections include minor changes to the illustrations or designs, but not major changes to the concept or style of the illustrations or designs. Additional corrections as well as additions or changes in terms of content or style will be charged at the usual hourly rate.

3.5 The parties reserve the right to terminate the agreement ipso jure and without prior notice of default if there are objective reasons showing that the solvency and/or liquidity position of one of the parties has been compromised (e.g. bankruptcy, judicial composition, protested bills of exchange, manifest insolvency, arrears in payments with the other party or third parties, obtaining a collective debt settlement by the parties,...)

3.6 If, after the confirmation of the order and before or during delivery, the parties learn of circumstances that make the agreements no longer seem sufficiently secure, the parties shall be

entitled to terminate the agreement without any right to compensation, in addition, KU'UIPO shall be entitled to demand advance payment or security.

8.1 The documents provided to the customer before or after the conclusion of the agreement are protected by copyright and remain the property of KU'UIPO. They may not be used, copied or reproduced by the customer without the latter's consent.

8.2 The full ownership of intellectual rights to the concepts or designs provided by KU'UIPO shall remain with KU'UIPO, unless expressly agreed otherwise in writing.

8.3 KU'UIPO shall at all times be entitled to refer to the services and/or products rendered as a reference on its website and social media for promotional purposes with mention of the customer's identity data, unless expressly agreed otherwise.

4. Price

9. Privacy

4.1 The agreement is concluded at the prices indicated on the offer/quotation and the method of payment provided therein, except in case of mutually agreed deviations from the original offer or quotation confirmed by KU'UIPO. However, the price is subject to increase if, between the period of the conclusion of the agreement and/or the order form and the date of delivery of services, wages or other components that may influence the price (a.o. tax rates, social charges, etc.) undergo an increase.

4.2 All prices are exclusive of VAT and other costs (insurance, etc.), unless explicitly provided otherwise. VAT is at the customer's expense.

9.1 By contacting the KU'UIPO website, the customer expressly consents to the processing and use of his personal data for purposes such as administration of the customer base, management of orders, deliveries and invoices, solvency follow-up, marketing and advertising. The processing for marketing

purposes and individualized advertising only occurs if the customer has expressly agreed to it during the purchase process. KU'UIPO will not be allowed to transfer the data to third parties. The customer has the right to oppose the processing of the data for direct marketing purposes at any time, free of charge.

9.2 KU'UIPO is responsible for the processing of these data

9.3 The processing of this data is necessary for the execution of this agreement and will not be used for other purposes.

9.4 In certain circumstances, KU'UIPO is required to disclose the customer's personal data. This occurs if the law, regulations or legal proceedings oblige KU'UIPO to do so or if it is requested to do so by public authorities in the context of actions to enforce the law or if KU'UIPO considers that it is necessary to transmit these personal data of the customer in order to prevent damages or financial losses, and this in the context of an investigation into fraud or other illegal activities, as well as when it is necessary for the performance of the agreement, as concluded with the customer.

9.5 If KU'UIPO sells or transfers all or part of its business or assets, it reserves the right to also transfer all of the customer's personal data. In such a case, KU'UIPO will make the necessary efforts to notify the customer and ensure that the person acquiring the personal data also uses it in accordance with this article.

9.6 The customer has the right to view her data at any time and to correct it if necessary.

9.7 KU'UIPO shall ensure appropriate administrative, technical and physical security policies that protect the customer's personal data against accidental, unlawful or unauthorized destruction, loss, access, disclosure or use.

5. Payment

10. Miscellaneous and dispute resolution

5.1 KU'UIPO's invoices are, unless otherwise stipulated in writing, payable in cash, at the registered office.

5.2 Any invoice, the amount of which is not paid or not paid in full on the due date, shall be increased ipso jure by a fixed and irreducible indemnity equal to 10 percent of the amount due, with a minimum of EUR 100.00, without the need for a notice of default, without prejudice to legal and execution costs. In addition, interest on arrears shall be due ipso jure in accordance with the legal interest rate pursuant to the Act of August 2, 2002 to combat late payment in commercial transactions, without the need for prior notice of default, without prejudice to court and execution costs. Each month started is hereby considered a full month. Partial payments will first be used to cover costs, interest and damages and then deducted from the principal balances.

5.3 In case of non-compliance with the agreed terms of payment, all outstanding invoices and/or debts shall become immediately due and payable and KU'UIPO shall be entitled, without notice of default or judicial intervention, to suspend further delivery and/or performance or to consider the agreement as dissolved without prejudice to its claim for compensation.

5.4 Without prejudice to the provisions of Article 7, in the event of a dispute, the customer must protest KU'UIPO's invoices by means of a reasoned registered letter within a period of 8 calendar days from receipt thereof, on pain of cancellation.

10.1 These general conditions of sale do not in any way affect the exercise by KU'UIPO of all other legal or contractual rights accruing to it.

10.2 The customer is prohibited from transferring his rights and obligations under the agreement concluded with KU'UIPO without the prior written consent of KU'UIPO. Any unauthorized transfer will be void by operation of law.

10.3 Any failure by KU'UIPO to require performance of the provisions of these general conditions of sale shall not imply a waiver or renunciation of the application of these or any other provisions.

10.4 The invalidity of one or more provisions of these general conditions of sale does not affect the application of the other provisions.

10.5 Only Belgian law is applicable in the relationship between KU'UIPO and the customer. Any dispute shall be submitted by KU'UIPO to the Corporate Court of the district of Antwerp, Hasselt Division, without prejudice to KU'UIPO's right to take legal action before the courts of the customer's jurisdiction.