Terms and Conditions

Liance Legal Nederland B.V. (“Liance”) is a private company with limited liability, incorporated under the laws of the
Netherlands, having its registered office in Amsterdam, Aambeeldstraat 20, 1021 KB and registered in the trade register
under number 88307263. In these general terms and conditions, “client” is the person or entity that issues an assignment
to Liance.

All instructions given by the principal shall be deemed to have been given exclusively to Liance and/or its affiliates, even if
an instruction was given expressly or tacitly with a view to execution by a specific person. The effect of Sections 7:404,
7:407(2) and 7:409 of the Dutch Civil Code is hereby excluded.

These general terms and conditions apply to every quotation and assignment accepted by Liance, including any
supplementary assignments and follow-up assignments. These general terms and conditions have been drawn up in Dutch
and English. In the event of a dispute about the contents or purport of these general terms and conditions, the Dutch text
will be binding.

Liance shall only be liable for direct damage suffered by the principal if such damage is the result of intent or gross negli gence
on the part of Liance. If in the execution of an assignment of the principal an event occurs that leads to liability, such li ability
will be limited to the amount paid out in the relevant case under the professional liability insurance taken out by Liance. I f,
for whatever reason, no payment is made under the said insurance, Liance’s liability will be limited to direct damage su ffered
by the principal and to no more than half of the fee charged to the principal for the specific work carried out under the
Assignment from which the liability arises and that was actually received by Liance over the period of the last 6 months
preceding the moment of receipt by Liance of the liability claim. Liance can never be held liable for indirect damage,
consequential damage and/or lost profits of the Principal. All rights regarding compensation claims and other rights of the
principal towards Liance expire 12 months after the date the principal became aware or would have become aware of these
rights.

Client shall indemnify Liance, its employee, associates, contractors and directors, against all (legal) claims or actions that
third parties may have or institute against Liance at any time, arising from the work or services performed or to be performed
by Liance for Client. Customer will compensate the damage suffered by Liance in that respect and reimburse the costs and
expenses reasonably incurred by Liance in connection with such claim, entitlement or action. This provision does not apply
in case of intent or gross negligence on the part of Liance.

Liance shall exercise due care when engaging third parties, and shall consult with the principal in this regard in advance to
the extent possible. Liance is not liable for shortcomings of third parties where they are contracted directly by the princip al.

Client will engage the professionals connected by Liance to an assignment only through Liance and will never approach such
persons directly for a (follow-up) assignment or employment, under penalty of a fine in the amount of 25% of the annual
salary or annual turnover of such professional within Liance relations for the twelve months preceding.

The clauses in these terms and conditions are not only made for the benefit of Liance, but also for the benefit of all person s
working for or on behalf of Liance and all third parties engaged by Liance in the execution of any order.

For the performance of the work to be carried out, the principal shall owe Liance a payment to be agreed upon, plus VAT.

Hours worked, additional costs, any third-party notes, expenses and the like will be invoiced to the client on a monthly basis,
unless otherwise agreed.

Liance reserves the right to increase the hourly rates at any time during the assignment if and to the extent that this becomes
necessary due to materially increased costs. However, an annual price indexation will be implemented as of 1 January each
year, the amount of which will be communicated to the principal each year.

Client shall reimburse Liance for any expenses incurred in the execution of the order. This includes travel and
accommodation expenses to be incurred by Liance.

Liance shall be entitled to suspend the assignment with immediate effect if the client is in default of any obligation arisin g
for it under the agreement.

Client shall pay an invoice submitted by Liance each time within 14 days from the invoice date (being the date specified on
the invoice), without any deduction, discount or set-off, by transferring the amount due to the bank account specified in the
invoice. If payment is not made within the stipulated period after a first proper reminder, the principal shall be in default by
operation of law and Liance shall be entitled to compensation of fifteen percent (15%) interest per annum from the due date
until the date the amount due is paid in full with a minimum of EUR 150. All judicial and extrajudicial costs reasonably
incurred by Liance as a result of non-performance by the principal shall also be borne by the principal. Payments made by
the principal always serve in the first place to settle all interest and costs due and in the second place to settle due and
payable invoices that have been outstanding the longest, even if the principal states that the payment relates to a later
invoice.

If the principal disputes the substantive correctness of an invoice or part of an invoice, it shall notify Liance thereof in writing
within five (5) working days after the invoice date, stating reasons. After the expiry of this period, the principal can no longer
appeal. If the principal disputes a part of the invoice, he shall be obliged to pay the part that is not disputed immediately.

Liance shall, both during and after termination of this assignment, observe strict confidentiality with respect to all relevant
data regarding the assignment and the business of the principal (and their affiliates, if any), on the understanding that the
name and logo of the principal may be used with a brief description of Liance’s services in general terms for marketing
purposes of Liance. The duty of confidentiality does not apply if the information referred to: (i) was already published or
became generally known in any other way at the time of receipt, (ii) was published or became generally known in any other
way after the time of receipt, other than by an act or omission of the receiving party or Liance, (iii) was developed by the
receiving party independently of any relationship with the principal or Liance, (iv) was disclosed after receiving permission
to do so from the principal or (v) had to be disclosed under a statutory provision or by order of a judicial authority.

Liance reserves all intellectual property rights. All documents provided by Liance, such as reports, advice, concepts, contracts
and memos, are exclusively intended to be used by the principal and may not be reproduced, disclosed, or disclosed to third
parties by him without Liance’s prior written consent. Liance has the right to use the knowledge gained by the execution of
the work for other purposes, as long as no confidential information is brought to the knowledge of third parties.

The principal is expressly forbidden to reproduce, disclose or exploit the products made available by Liance in the context of
the order, with or without the involvement of third parties, unless these products are expressly intended for reproduction
and/or disclosure. Disclosure can only be made after obtaining permission from Liance. Liance has the right to use documents
for its own use. In case of interim termination of the assignment, the foregoing shall apply mutatis mutandis.

Client warrants that no rights of third parties oppose the provision to Liance of documents or other materials for the purpose
of the assignment and indemnifies Liance, its employee, associates, contractors and directors, against any action based on
the allegation that such provision, use or adaptation infringes any right of third parties.

If and to the extent that any provision of the Engagement cannot be invoked on the grounds of reasonableness and fairness
or its unreasonably onerous nature, the provision in question shall in any event be accorded a meaning corresponding as
closely as possible to its content and purport so that it can be invoked.

The provisions of the Engagement, which are expressly or tacitly intended to remain in force after termination of the
Engagement, shall thereafter remain in force and continue to bind both Parties.

The legal relationship between Liance and its principal is governed by Dutch law. Any disputes will be submitted exclusively
to the competent court in Amsterdam.
April 2024