1.1

In these General Terms and Conditions is meant by:

Terms and Conditions: the present general sales and delivery conditions of The Sockmaker;

Customer: the legal entity or natural person, other than a consumer, who contracts or intends to contract with The Sockmaker

Agreement: every agreement between The Sockmaker and the customer, any amendment or addition thereto, and all (legal) acts in preparation and execution of that Agreement;

Products: all movable assets to be delivered by The Sockmaker to the Customer, pursuant to an Agreement;

Parties: reference to The Sockmaker and the Customer;

The Sockmaker: the company The Sockmaker B.V., with its registered office and office at (3862 AL) Nijkerk at the address Hoogstraat 24b 03, registered with the Chamber of Commerce under number 92670237, being the user of these General Terms and Conditions;

2.1

These Terms and Conditions apply to all offers or Agreements with The Sockmaker, and any legal relationship of which The Sockmaker is part. The General Terms and Conditions also apply to any further or subsequent agreements between The Sockmaker and the Customer. The Customer is deemed to have agreed to this.

2.2

Deviations from these General Terms and Conditions are only valid if expressly agreed in writing by the Parties. In that case the explicitly agreed deviating provisions prevail. The applicability of purchase, or other conditions of the Customer, are explicitly rejected.

2.3

If one or more provisions in these General Terms and Conditions are at any time wholly or partially invalid or void, then the remainder of these Terms and Conditions remain in full effect. In such a case, the parties will consult with each other in order to agree on new provisions, to replace the null and void or nullified provisions that are in line with the intention of the Parties, in drawing up the void or nullified provision.

2.4

If The Sockmaker does not always demand strict compliance with these General Terms and Conditions, this does not mean that its provisions do not apply, or that The Sockmaker would in any way lose the right to in other cases to require strict compliance with the provisions of the General Terms and Conditions.

2.5

If The Sockmaker deviates from these General Terms and Conditions with one or more Agreements, this does not mean that this deviation also applies to earlier or later Agreements between The Sockmaker and the Customer.

3.1

All offers from The Sockmaker are without obligation, unless explicitly stated otherwise, and can be revoked by The Sockmaker at any time.

3.2

Offers do not automatically apply to repeat orders and/or follow-up agreements, and The Sockmaker reserves the right to change the prices of the offers.

3.3

The duration of all offers: as long as the stock lasts or the term stated on the Website. If the duration of an offer is exceeded, the offer expires by law and the Customer can no longer make use of the offer.

3.4

The Sockmaker is not binded by a manifest error or obvious errors in the offer.

3.5

The documents forming part of the offer, such as price lists, brochures, catalogs and the like, are as accurate as possible but without obligation. These are only provided to the Customer by way of indication and can in no way be binding on

The Sockmaker. The aforementioned documents are and remain (intellectual) property of The Sockmaker.

4.1

The Customer can order via an online portal on the Website of The Sockmaker.

4.2

If The Sockmaker has good grounds, The Sockmaker is entitled to refuse an order or to attach special conditions to the Agreement.

4.3

If The Sockmaker does not accept an order or if The Sockmaker wishes to attach special conditions to the Agreement, The Sockmaker will inform the Customer of this no later than seven working days after receipt of the order.

5.1

The order of the Customer on the Website of The Sockmaker is considered an offer to enter into an agreement.

5.2

The Sockmaker will confirm the receipt of the order electronically (by e-mail). The Agreement is concluded at the moment that The Sockmaker confirms the order of the Customer by e-mail.

5.3

Each order, together with these General Terms and Conditions, is deemed to be an individual Agreement and individual orders/Agreements are never regarded as a continuing performance agreement.

6.1

Unless otherwise stated, the prices stated in the offer are expressed in Euros, excluding VAT, shipping and administration costs and other state charges.

6.2

The prices stated on the offer are exclusive of costs related to the sending of the Products, from the address of The Sockmaker to the address of the Customer.

6.3

The Sockmaker is entitled to change the prices or parts thereof of products that have not yet been delivered and/or not paid if one or more cost factors after the conclusion of the Agreement undergo a change that directly influences the price of the Products to be delivered. The Sockmaker is also authorized to adjust prices immediately if a statutory price-determining factor gives rise.

6.4

When making offers, The Sockmaker assumes that it will be able to carry out its work under normal and usual circumstances. In the event that special circumstances arise, as a result of which The Sockmaker has to incur extra costs, The Sockmaker will notify the Customer of this, and The Sockmaker is entitled to charge the extra costs to the Customer.

7.1

Unless agreed otherwise, payment of all that the Customer owes The Sockmaker, must be paid by the Customer no later than 14 calendar days after the invoice date. The value date on the bank statement is decisive and will be considered the payment day.

7.2

If The Sockmaker desires so, and in any case if the Customer is in default with any payment obligation on any grounds whatsoever, The Sockmaker is entitled after the conclusion of an Agreement, in deviation from the agreed payment arrangement, to demand full or partial payment in advance or a guarantee for the payment obligations of the Customer. The Customer must respond to this at the first request of The Sockmaker.

7.3

If the Customer objects to the received invoice, the Customer must notify The Sockmaker of these objections in writing, within 8 working days after the date of the invoice, failing which the accuracy of the invoice will be established.

7.4

The Customer is never entitled to suspend its obligations towards The Sockmaker and / or settle it with its own claim against The Sockmaker. Objections against the height of an invoice or regarding the delivered Products (advertising), never give the Customer the authority to suspend or settle the payment.

7.5

If the Customer does not pay the invoice within the payment period, the Customer is automatically in default without prior notice of default being required. The Customer owes a contractual interest of 1% per month or part of a month from the default date, unless the statutory (trade) interest is higher, in which case the statutory (trade) interest applies. The interest on the due and payable amount will be calculated from the moment the Customer is in default, until the

moment of payment of the full amount owed.

7.6

All costs, both judicial and extrajudicial, which The Sockmaker must make to effect its rights, are at the expense of the Customer. The extrajudicial costs are, in deviation from the legal regulations in this regard, fixed at an amount of 15% of the amount concerned with a minimum of € 200,- excluding VAT. The Customer also owes interest on the collection costs due.

7.7

Payments from the Customer shall first be deducted from the costs and interest owed (in this order), and subsequently by deduction from the principal sums and accrued interest, whereby older claims prevail on the new.

7.8

If The Sockmaker desires so, and in any case if the Customer is in default with any payment obligation on any grounds whatsoever, The Sockmaker is entitled to demand payment in advance of the agreed payment arrangement or a guarantee for the payment obligations of the Customer, after entering into an Agreement. The Customer must respond to this at the first request of The Sockmaker.

7.9

If the Agreement is concluded with more than one Customer, all Clients are jointly and severally liable for compliance with the payment obligations under the Agreement (regardless of the name on the invoice).

7.10

If the Customer does not comply with Article 7.1, The Sockmaker is authorized:

a.

to deliver the Products by means of a written notice, in which case the Products will be stored at The Sockmaker or a third party from the moment of the written notification, and this at the expense and risk, including the risk of quality reduction, of the Customer until the full purchase price has been paid; or

b.

to terminate the Agreement with the Customer in whole or in part without a notice of default being required, and to sell or deliver the Products to (a) third party or parties. In that case, if The Sockmaker incurs costs or in any way lists damages as a result of non-payment by the Customer, the Customer is liable for the damage and costs and must compensate them; or

c.

to fully or partially suspend its obligations to the Customer under the Agreement.

In the event of dissolution or cancellation or suspension of the Agreement, The Sockmaker is never obliged to pay any form of compensation to the Client, unless there are facts and circumstances underlying the dissolution, termination or suspension that are attributable to The Sockmaker.

8.1

After the Agreement has been concluded, The Sockmaker will proceed to deliver the Products as stated in the Agreement.

8.2

Any delivery times indicated (orally or in writing) always apply as target dates, these delivery times do not bind The Sockmaker, are only indicative and can never be regarded as deadlines, unless the Parties have expressly agreed otherwise in writing. The Sockmaker makes every effort to observe the relevant delivery times as much as possible, but some exceeding of a delivery time do not result in any shortcomings. Delay in the delivery shall never give the Customer the right to dissolve the Agreement nor give entitlement to any form of compensation.

8.3

The Sockmaker delivers the Products to the address of the Customer as indicated during the order. All risks relating to Products to be delivered by The Sockmaker are transferred to the Customer at the moment that the Products are transferred from the warehouse of The Sockmaker to the carrier, the risks of the transport are fully at the expense of the Customer. However, the Products remain the property of The Sockmaker until the price has been paid in full by the Customer, as provided in Article 11 of these General Terms and Conditions.

8.4

The costs of delivery and transport are for the Customer, unless the order has a size of at least EUR 150,-. In all cases the delivery and transport of the Products take place at the risk of the Customer (Article 8.3).

8.5

At the conclusion of the Agreement, and in any case before The Sockmaker proceeds to deliver the Products, The Client is obliged to provide the information required for The Sockmaker, to ensure a correct and timely delivery of the Products.

8.6

The Customer must immediately purchase the Products at the time of delivery.

8.7

The Sockmaker is entitled to execute the Agreement in different phases and to invoice the thus executed part separately.

8.8

If the Customer refuses to purchase the ordered Products, all claims of The Sockmaker on the Customer are immediately due, and The Sockmaker is entitled to:

a: deliver the Products by means of a written notice, in which case The Sockmaker will store the Products with it or a third party from the moment of written notification, which is for the account and risk of the Customer, including the risk of deterioration of the quality.

b: to proceed to complete or partial dissolution of the Agreement and to sell and deliver the Products to (a) third party(ies).

8.9

If The Sockmaker, in whatever form, suffers damage as a result of the fact that the Customer refuses to purchase the ordered Products, the Customer is liable for this damage.

9.1

All Agreements concluded between The Sockmaker and the Customer can be terminated prematurely by The Sockmaker with immediate effect, without judicial intervention and with a single written notice, without being obliged to pay any damages, without prejudice to all its further rights, in the following cases:

a.

if the Customer is declared bankrupt or in suspension of payment;

b.

if a petition for bankruptcy is filed against the Customer or a request for suspension of payment;

c.

if Customer offers a settlement to its creditors;

d.

if the company of the Customer ceases or threatens to cease;

e.

if after the conclusion of the Agreement, The Sockmaker becomes aware of circumstances giving good grounds to fear that the Customer will not fulfill the obligations, and/or if in the opinion of The Sockmaker collection of existing or future claims can not be secured;

f.

if the Customer fails to fulfill its obligations under the Agreement with The Sockmaker or under the law on the Customer, those obligations are not fulfilled or are not fulfilled in time or the Customer finds itself in default;

g.

if due to the delay on the part of the Customer, The Sockmaker can no longer be expected to comply with the Agreement under the originally agreed conditions;

h.

if circumstances arise which are of such a nature, that fulfillment of the Agreement is impossible, or if circumstances arise which are of such a nature, that the unaltered maintenance of the Agreement can not reasonably be expected from The Sockmaker.

9.2

Upon termination of the Agreement, all claims of The Sockmaker on the Customer are immediately due and payable.

9.3

If the termination is attributable to the Customer, The Sockmaker is entitled to compensation for all damage that The Sockmaker suffers as a result, including the costs that are thereby directly and indirectly incurred.

10.1

Force majeure means in these General Terms and Conditions, in addition to what is understood in the law and jurisprudence, all external causes as well as the consequences thereof, foreseen or unforeseen, which The Sockmaker can not exert influence on, but which The Sockmaker is not capable of fulfilling its obligations, or making The Sockmaker so impossibly difficult and/or disproportionately expensive that fulfillment of the Agreement can not reasonably be expected from The Sockmaker. Work strikes at the company of The Sockmaker or of third parties should in any case be included, as well as extreme weather conditions, machine breakdown, machine failure, failures in the supply of energy and the circumstance that The Sockmaker, in connection with the Products to be delivered by them, are not, not timely or not properly delivered. The Sockmaker also has the right to invoke force majeure if the circumstance that prevents (further) performance of the Agreement occurs after The Sockmaker should have fulfilled its obligation.

10.2

The Sockmaker can suspend the obligations under the Agreement during the period that the force majeure continues. If this period lasts longer than two months, either party is entitled to terminate the Agreement without any obligation to pay damages to the other Party.

10.3

Insofar as The Sockmaker has, at the time of the occurrence of force majeure, partially fulfilled its obligations under the Agreement or will be able to comply with them, and the part to be fulfilled or to be fulfilled is of independent value, The Sockmaker is entitled to separately invoice the obligations already fulfilled. The Client is obliged to pay this invoice as if it were a separate Agreement.

11.1

All Products delivered by The Sockmaker to the Customer shall remain the property of The Sockmaker, until the Customer has fulfilled all that The Sockmaker may have or should have received under all Agreements with the Customer, and Products delivered within that framework, within the limits of Article 3:92 of the Dutch Civil Code.

11.2

The Sockmaker does not lose its (reserved) property if and/or because the Customer changes or processes the Products received from The Sockmaker. In that case, the Customer will automatically keep the Products in question for The Sockmaker.

11.3

The Customer is obliged to insure the delivered Products, subject to retention of title, and to keep them insured against fire, explosion and water damage as well as against theft, and to provide The Sockmaker with the policy of this insurance on first request. The Sockmaker is entitled to these payments if the insurance is paid out. Insofar as necessary, the Customer commits itself in advance towards The Sockmaker to cooperate with everything that may be necessary or desirable in that context.

11.4

The Customer is obliged to immediately transfer all rights of claim which the Customer may have against third parties, in respect of the Products delivered by The Sockmaker at the request of The Sockmaker, by means of assignment, and to make known to third parties, that the Products delivered by The Sockmaker to the Customer have been delivered subject to retention of title, if the Customer has not (yet) paid the Products (in full).

11.5

In the event that The Sockmaker wishes to exercise its property rights as referred to in this Article, the Client gives unconditional and irrevocable consent to The Sockmaker and third parties to be designated by The Sockmaker to enter all those places where the property of The Sockmaker are located and to take back such Products.

11.6

If third parties seize the Products supplied under retention of title, or wish to establish or assert rights thereon, then the Customer is obliged to immediately notify The Sockmaker of this.

11.7

If the Customer does not fulfill its obligations or if there is reasonable fear that it will not fulfill its obligations, The Sockmaker is entitled to remove the delivered Products, on which the retention of title referred to in paragraph 1 rests with the Customer or with third parties who keep these Products for the Customer. The Client is obliged to fully cooperate with this, on penalty of an immediately due and payable fine of 10% per day or part of a day, that the Customer does not fulfill this obligation of all that the Customer owes The Sockmaker, without prejudice to the right to fulfill the claim and/or compensation in the previous sentence.

11.8

For the Products taken back on the basis of this Article, the Customer is credited for the market value of the returned Products on the day of the take back.

11.9

The Sockmaker also obtains a silent right of pledge on the Products delivered to the Customer on first request. This pledge also serves as security for the payment of all that The Sockmaker has or will claim from the Customer. At the first request of The Sockmaker, the Client will sign a deed of establishment and register this with the tax authorities.

12.1

Announcements by or on behalf of The Sockmaker with regard to the quality, composition, application possibilities, properties in the broadest sense, etc. of the delivered Products are only considered as guarantees, if expressly confirmed in writing in the form of a guarantee by The Sockmaker. Each guarantee explicitly excludes normal wear and tear and any form of damage that the Customer or the third party to whom the Products have been delivered has caused - in any way whatsoever.

12.2

If the Customer has used the Products delivered by The Sockmaker in whole or in part, has processed or processed or delivered to third parties, it is undisputed that The Sockmaker has properly complied with the Agreement. The complaint period referred to in Article 13 will in that case lapse.

12.3

Minor deviations with respect to the quality, color, size, weight, finish, design, etc., which are considered permissible in the market or can not technically be prevented, as well as normal wear and tear of the delivered Products, never constitute a ground for a shortcoming on the part of The Sockmaker.

12.4

If the delivered Products comply with the Agreement, but prove to be unsuitable for the purpose for which the Customer wishes to use them, this is at the risk of the Customer. This does not result in a shortcoming on the part of The Sockmaker.

12.5

Any form of guarantee will lapse, if a defect arises as a result of or arising from improper or improper use thereof, incorrect storage or maintenance by the Customer and/or by third parties when, without the written permission of The Sockmaker, the Customer or third parties have made or attempted to make changes to the Product, have attached other Products that do not have to be attached, or have been modified or modified in any other way.

13.1

The Customer is obliged to inspect the delivered goods within 8 days after delivery, immediately at the time that the Products are made available to it. In addition, the Customer must investigate whether the quality and/or quantity of the delivered corresponds with what has been agreed, and meets the requirements that the Parties have agreed in this respect.

13.2

In the event that the Customer discovers a defect in the quantity and / or quality of the delivered Products, the Customer must notify The Sockmaker in writing of the defect immediately after discovery and no later than 8 days after delivery of the Products. If the Client proves that the third party could not have ascertained the defect within the aforementioned period (hidden defect), the Customer must still notify The Sockmaker of the defect in writing, within 8 days after discovery thereof, or within 8 days after the defect could reasonably have been discovered.

13.3

The written notification referred to in Article 13.2 must contain as detailed a description of the defect as possible. In addition, the Customer must also mention the invoice number and - if applicable - the packing slip associated with the delivery, so that The Sockmaker can react as adequately as possible to the complaint.

13.4

In the event that a complaint is not reported within the period stated in Article 13.2 and/or does not comply with the requirements referred to in Article 13.3, all rights of the Customer with regard to the defect found or the established shortcoming shall lapse by operation of law.

13.5

Complaints will never release the Customer from its payment obligations.

13.6

If a complaint is declared well-founded, whether or not by The Sockmaker, The Sockmaker has the choice to either improve or repair the relevant part of the delivery, or to resend it to the Customer (replacement) or to issue a credit note to the Customer for the relevant part of the delivery, which is then considered to be canceled. In the event of replacement, the Customer is obliged to return the replaced item to The Sockmaker and to provide ownership to The Sockmaker, unless The Sockmaker indicates otherwise. If a complaint is declared well-founded, the Customer is not entitled to a different form of (damage) compensation than stated in the aforementioned sentence, and does not have the right to cancel or terminate the Agreement.

13.7

If it is established that a complaint is unfounded, then the costs thereby incurred, including the research costs on the part of The Sockmaker, are fully paid by the Customer.

13.8

The Customer is only entitled to return Products to The Sockmaker after prior written approval from The Sockmaker. Return shipments that were not preceded by a complaint and the accompanying data concerning the complaint, as well as by a written permission from The Sockmaker, are not allowed. In the event that the Customer, in spite of these provisions, still returns the Products or returns them without good reason, The Sockmaker will keep these Products at the disposal of the Customer, insofar as these are not refused by The Sockmaker, which is at the expense and risk of the Customer. The Sockmaker keeps these Products without any acknowledgment of the correctness of a warranty claim on the part of the Customer. The costs of return shipments are at the expense of the Customer.

13.9

If for any reason The Sockmaker is in default with regard to the timely and/or correct delivery of confirmed orders, The Sockmaker will not have to pay any compensation, unless otherwise agreed in specific cases or unless the Customer intends or gross negligence of The Sockmaker or its directors proves. The Customer must take out insurance to cover this.

14.1

If in court or otherwise it is established that The Sockmaker may be liable to the Customer for damage suffered in connection with the Agreement, or by virtue of a wrongful act, or for any other reason, then this liability, including a any payment obligation on the basis of Article 6: 230 of the Dutch Civil Code and / or Article 6: 271 of the Dutch Civil Code, is at all times limited in its entirety to the provisions of this article:

a.

The Sockmaker is never liable for damage that has arisen because The Sockmaker has been based on inaccurate data/files/materials/aids and information provided by or on behalf of the Customer;

b.

The Sockmaker is never liable for lost profits, lost income, missed turnover, missed savings, damage due to business and other stagnation;

c.

the liability of The Sockmaker, including any payment obligation in respect of a reversal obligation and any payment obligation pursuant to Article 6: 230 Dutch Civil Code, towards the Customer is at all times limited to the amount that the liability insurance of The Sockmaker, if applicable, pays out;

d.

in the event that the liability insurance of The Sockmaker - for whatever reason - does not proceed to payment, the liability of The Sockmaker, including any payment obligation on the basis of Article 6: 230 Dutch Civil Code and/or Article 6: 271 of the Netherlands Civil Code, is limited to the amount of the three invoices last paid by the Customer, but is limited at all times to a maximum of € 1,000 per year, regardless of the number of damage-causing events.

14.2

These restrictions do not apply in case of intent or deliberate recklessness of The Sockmaker.

14.3

Damage for which The Sockmaker can be held liable must be reported to The Sockmaker in writing as soon as possible, but no later than 15 days after the occurrence thereof, on pain of forfeiture of the right to compensation for this damage. This period does not apply if the Customer can make it plausible that the damage could not have been reported before, due to good reason.

14.4

A liability claim against The Sockmaker expires within 12 months after the Customer has become aware of the damage-causing fact or could reasonably have known this.

15.1

The Customer is liable for all damage, losses, costs and expenses, which The Sockmaker or third parties suffer as a result of or in connection with a shortcoming in the execution of an Agreement by the Customer, regardless of whether that damage is caused by the Customer, its personnel or any other (legal) person or property for which the Customer is legally liable.

15.2

The Customer fully indemnifies The Sockmaker and its affiliated companies against all claims of third parties in respect of damage, losses, costs and expenses of the third parties arising from or related to a shortcoming in the execution of an Agreement by Customer or other third parties suffer or make as a result of an instituted claim, pending or threatened thereof, including but not limited to claims as referred to in Article 6: 185 in conjunction with.190 of the Dutch Civil Code, as well as the franchise amount referred to in that Article, as well as claims for infringement of any intellectual property right in connection with the delivered goods.

15.3

If The Sockmaker should be addressed by third parties for this reason, then the Client is obliged to assist The Sockmaker both in and out of court, and to do everything that goes without it in that 15.4 The Customer shall ensure adequate insurance in respect of the performance risk as referred to above. The Customer is obliged to demonstrate at The Sockmaker's first request that it has fulfilled this obligation. The deductible is always at the expense of the Customer. If, in connection with any possible liability to The Sockmaker, the Customer is entitled to claim a payment under an insurance contract, the Client must ensure that these payments are made directly to The Sockmaker. Any payment to The Sockmaker on the basis of an insurance contract concluded by the Customer, does not affect the claims for damages of The Sockmaker on the Customer, insofar as they exceed the payment.

15.4

The Customer is always obliged to do everything within its eans to limit the damage. If the Customer fails to take adequate measures, The Sockmaker is entitled to proceed to this without notice of default. All costs and damage on the part of

The Sockmaker and third parties thereby arise, are fully at the expense and risk of the Customer.

16.1

If the Customer places an order for at least 96 Products (96 pairs of socks), the Customer may request The Sockmaker to rent one or more specially designed The Sockmaker displays (hereinafter: "Displays"). The Sockmaker is entitled to grant this request or to refuse it. If The Sockmaker approves the request, a separate lease agreement will be created for these Displays between The Sockmaker and the Customer, to which these General Terms and Conditions also apply. In that case, the Customer is obliged to present the Products in its shops on the Displays. The Customer is due a one-off fee of EUR 5,00 excluding VAT to The Sockmaker for the rental of each Display for an indefinite period. The Sockmaker sends an invoice with regard to this one-off payment, which must be paid in accordance with Article 7 of this General Condition.

16.2

The Displays are and remain the property of The Sockmaker at all times. The Client is not permitted to give it to another person in use, rent it (subtenancy) or move it outside of the Customer's premises known to The Sockmaker, failing which the Customer will pay an immediately due and payable fine of EUR. 250 to The Sockmaker per abandoned, rented or moved Display, without prejudice to the right to performance and compensation.

16.3

The Customer is obliged to take care of the Displays as a good family man, to insure and keep insured against damage caused by fire and theft, and to use it only in accordance with the destination referred to in Article 16.1. Damage caused by loss, whether or not due to fire or theft, or damage to (one of) the Displays will be for the account of the Customer, unless the Customer can prove that this is not attributable to the Customer or a person for which the Customer is responsible. is. The damage amounts to EUR 150, - per Display and must be paid at the first request of The Sockmaker.

16.4

The Sockmaker has the right to cancel the rental agreement with immediate effect and to recover the Displays if:

a.

the Client neglects, misuses, uses the Displays for a purpose other than that for which it is intended or if the Customer acts contrary to any provision of these General Terms and Conditions;

b.

the Client has ceased or has discontinued the sale of the Products or has not paid, despite being obliged to do so in writing, or otherwise fails in the performance of an Agreement in respect of the Products;

c.

The Sockmaker is declared bankrupt or will be in receivership;

d.

The Sockmaker has good reason to fear that the Customer will not fulfill its obligations under this agreement or its obligations under the Agreement in respect of the Products; or

e.

The Sockmaker has good reason to fear that the Customer is in financial difficulties.

16.5

The Client is obliged to return the leased Displays to The Sockmaker in complete and original condition, within 5 working days after the lease has ended, in any way whatsoever. The transport/shipping costs relating to the return are at the expense of the Customer. If the Customer does not immediately place the aforementioned goods at the disposal of The Sockmaker at the end of the rental agreement, the Client will forfeit a non-deductible and immediately due and payable fine of EUR 100 per non-returned Display per day for each day that the Customer, after having been summoned by registered letter, remains in default, this without prejudice to the right of The Sockmaker to claim fulfillment, as well as compensation.

17.1

The Customer will not use the name or brands of The Sockmaker without any written permission from The Sockmaker, nor any words, images, or symbols that may imply, in the opinion of the Customer, the involvement of The Sockmaker in or consent to any written or oral advertisement or presentation, logbook, plan, advice, brochure, newsletter, book or other published material drawn up by The Sockmaker.

17.2

The Products delivered to the Customer, pursuant to an Agreement by The Sockmaker, explicitly do not constitute a transfer of any right of intellectual or industrial property.

17.3

All intellectual and industrial property rights, including, but not limited to trademarks, authors, model and database rights, trade name rights, patent rights, that have been used or created in the context of the performance of the Agreement and/or included in the Products, including but not limited to products, production processes, applications, concepts, designs, drawings, inventions, models, techniques, works, methods, outcomes, creations, presentations, computer programs, know-how, data collections and other knowledge, only belong to The Sockmaker, unless otherwise agreed.

17.4

The Customer is not permitted to remove or modify any designation concerning copyrights, trademarks, trade names or other intellectual and industrial property rights of the Products delivered by The Sockmaker or the associated materials.

17.5

The Customer will always fully respect all intellectual and industrial property rights of The Sockmaker.

18.1

Both Parties are obliged to observe secrecy of information, of which the Parties know or can reasonably suspect that this information is confidential.

18.2

Both during and after the Agreement, the Parties will keep confidential all information that they have received for the performance of the Agreement from each other and will not disclose them to any third party, unless this publication is necessary for the execution of the Agreement, nor use for purposes other than for the implementation of the said Agreement. Parties will also impose the obligations from this Article on their employees and third parties that they involve in the implementation of the Agreement.

18.3

If the Customer acts contrary to the provisions of Article 18.2 of the General Terms and Conditions, the Customer owes The Sockmaker, without any notice of default being required, for any violation, a penalty that is immediately due and payable - not subject to moderation and/or set-off, of € 10,000 (write: ten thousand euros) at once, as well as € 250 (write: two hundred and fifty euros) for each day or part of the day that the Customer's violation continues, without prejudice to the right of The Sockmaker to claim to claim compensation for its damage and/or the performance of the provisions of this Article.

19.1

In urgent cases, including in any case that the delivered Products or Products to be delivered do not appear to comply with the statutory requirements, whereby The Sockmaker will judge whether or not a case is urgent, on first request the Customer is obliged to send back to The Sockmaker the already delivered Products, and in case the Products have already been delivered by the Customer to third parties, to retrieve these from the third parties concerned. In the event that The Sockmaker proceeds to a product recall referred to above, the Customer is obliged in that respect to take all measures that The Sockmaker deems necessary, and in that context to comply with all instructions from The Sockmaker that relate to the product recall, and the Customer will in turn take as much as possible harm-reducing measures and make every possible effort. In the event that The Sockmaker decides to proceed with a product recall, The Sockmaker is only obliged to either replace the Products or to send a credit note to the Customer with regard to the retrieved Products. The Sockmaker can, in case of a product recall, not be held to pay any form of compensation on the part of the Customer.

20.1

The Customer is not entitled to sell and/or transfer the rights and/or obligations under the Agreement to a third party.

20.2

The Sockmaker is entitled to sell and/or transfer the rights and/or obligations under an Agreement to a third party, and to transfer its claims for payment of compensation to a third party without the prior written consent of the Customer.

Article 21. Applicable law and disputes

21.1

All legal relationships to which The Sockmaker is a Party, are exclusively governed by Dutch law, even if an obligation is fully or partially executed abroad, or if the party involved in the legal relationship is domiciled there. The applicability of the Vienna Sales Convention 1980 (CISG) is

explicitly excluded.

21.2

Disputes arising in connection with an Agreement (including disputes about the existence and validity of an Agreement) will be settled exclusively by the competent court of the district of Noord-Holland, the Netherlands, location Haarlem, unless the law prescribes otherwise. Nevertheless, The Sockmaker has the right to submit the dispute to the competent court according to the law.