GENERAL TERMS AND CONDITIONS FOR CORPORATE CUSTOMERS

Valid from 9 December 2025

1 Applicability
1.1 These general terms of sale ("General Terms and Conditions") apply to all deliveries of products and / or services from Caldic Brew.
1.2 Agreements on deviations from these general terms and conditions and the Agreement (as defined below) must be written and signed by Caldic Brew and the customer in order to be valid. The customer's own general terms or the like shall only be applied if they have been expressly and in writing accepted by Caldic Brew.

2 Tenders and acceptance
2.1 These general terms and conditions form an integral part of the agreement entered into by Caldic Brew and the customer (the "Agreement"). The agreement consists, as applicable, of (i) any framework agreement or other written agreement, (ii) these General Terms and Conditions of Sale, and (iii) Caldic Brew's order confirmation. In the event of a conflict between the above documents, they shall have preferential rights in the said order.
2.2 The customer does not have the right to cancel an order placed. The agreement becomes binding on Caldic Brew upon confirmation of an order in writing or electronically.
2.3 In the event that Caldic Brew offers the customer without indication of the acceptance deadline, the offer shall be deemed to be due 1 week after issue, unless the customer has accepted the offer before that.

3 Pricing
3.1 Caldic Brew calculates price based on current market prices in Swedish kronor. The price of ordered items can be stated in another currency by agreement between Caldic Brew and the customer. All prices are stated excluding VAT. if nothing else is stated. The customer is obliged to accept an increase in the agreed price which is due to increased cost for Caldic Brew as a result of e.g. exchange rates, customs, taxes, fees regarding agreed orders, etc.

4 Payment terms
4.1 Payment must be made no later than the date stated on the invoice as the last payment date. If the last payment date has not been agreed, the customer must pay an advance payment for the completion of delivery.
4.2 If the delivery is postponed at the customer's request or due to a circumstance for which the customer is responsible, the customer is still obliged to make payment in accordance with payment terms on the invoice as if delivery had taken place on time. However, this does not apply if Caldic Brew has approved a deferred payment date in writing.
4.3 In the event that the customer pays payment after the last payment date, Caldic Brew has the right to invoice default interest
corresponding to 1.5% per commenced 30-day period until full payment (including interest due) has been paid. Caldic Brew has the right to 14 days after a reminder is sent and not full payment (including interest due) has been paid to submit the invoice for debt collection where additional debt collection costs may be added.
4.4 In the event of late payment, Caldic Brew also has the right to include delivery of services and products to the customer, demand that acceptable security be provided and, if payment delay exceeds 30 days, terminate the Agreement.
4.5 The customer is not entitled to settle any counterclaims against Caldic Brew, which are not communicated in writing within the stipulated time. The customer is also not entitled to deduct part of the payment with regard to other receivables that the customer has against Caldic Brew.

5 Transfer of ownership
5.1 The ownership of delivered products remains with Caldic Brew until the purchase price has been paid in full. During the period during which Caldic Brew retains ownership, the customer must store the products separately and on behalf of Caldic Brew. If the customer does not pay the full purchase price for the products in accordance with the payment terms stated on the invoice, Caldic Brew has the right to take back the products, without prior notice, and charge the customer for all its additional costs.
5.2 Notwithstanding what is prescribed in section 5.1 above, the customer shall have the right to use the products in their normal production before the entire purchase price has been paid and the retention of title will apply to the part of the products that is intact at any time.
5.3 When processing or using the products sold in accordance with 5.2 above, the retention of title is maintained to an extent corresponding to the value at the time of sale of the products.
5.4 The risk of loss of or damage to the products passes to the customer immediately after the delivery of the same has taken place in accordance with the applicable delivery terms.

6 Delivery
6.1 Products shall, unless otherwise agreed in writing, be delivered to DAP C.
6.2 The delivery time is stated according to the best estimate. If necessary, Caldic Brew has the right to extend the agreed delivery time, provided that Caldic Brew notifies the customer of the extension beforehand.
6.3 If delivery is delayed due to circumstances at the customer's disposal, or if the customer prescribes delivery later than stated in the Agreement, the delivery is deemed to have been executed, and the products are stored on behalf of the customer at the customer's expense.
6.4 If delivery is delayed for reasons beyond Caldic Brew's control (force majeure), the delivery is postponed until such time as these delivery obstacles no longer exist. In all circumstances, each party may cancel the current delivery if such an obstacle exists for a longer period than 3 months. This applies regardless of whether the reason for the delivery delay occurs before or after the time of the agreed delivery time.

7 Goods manufactured according to the buyer's specification and deliveries in bulk
7.1 With regard to goods that are manufactured according to the customer's specification or delivered in bulk (tanker truck, etc.), Caldic Brew has the right to deliver the agreed quantity +/- 10%. If the customer is unable to receive the entire ordered volume, Caldic Brew has the right to invoice the customer for all additional costs incurred by Caldic Brew in connection therewith. The customer must pay for the volume actually delivered.

8 Privacy
8.1 Each Party undertakes to disclose to third parties during the term of the agreement and thereafter not without the written consent of the other party (whether orally or in writing, electronic or other form), about the other Party's activities that may be considered business or professional secrecy (including but not limited to product specifications, drawings, design solutions and cost estimates) or otherwise use such information for any purpose other than the fulfillment by a Party of its obligations under the Agreement. Information that the party has stated to be confidential shall always be considered a trade or professional secret.
8.2 The obligation of confidentiality does not apply to such information that a party can show has become known to him in other ways than through the Agreement or that is generally known. The obligation of secrecy also does not apply when a party is obliged by law, other statute or authority decision to disclose information.
9 Defective products
9.1 Caldic Brew undertakes to deliver products in the quantity stated in Caldic Brew's order confirmation (with any adjustment according to item 7.1 above) and which complies with the product's product specification, technical data sheet or analysis certificate.
9.2 If delivery deviates from what is stated in section 10.1 and the buyer complains about this as below, Caldic Brew is obliged to make a correction by remedying the defect, make a re-delivery or grant the customer a reasonable price reduction.
9.3 Upon receipt, the customer is obliged to immediately make such an examination of delivered goods as usual business use and the nature of the goods requires and as soon as possible, but no later than within 7 calendar days to Caldic Brew in writing report errors or deficiencies discovered or should have been discovered in such examination.
9.4 Caldic Brew is only responsible for errors or defects that have occurred in connection with transport for which Caldic Brew is responsible if such error or defect is clearly noted in the consignment note by the responsible driver.
9.5 Defects or deficiencies that could not be detected during an examination in accordance with section 10.3 above shall be reported as soon as possible after they have been discovered or should have been discovered.
9.6 Caldic Brew is not responsible for errors or omissions that have not been reported in accordance with the above. Unless otherwise stated in mandatory legislation, Caldic Brew is never responsible for errors or defects that are reported later than 3 months from the delivery date.
9.7 In the event of a complaint approved by Caldic Brew, Caldic Brew may choose to either ensure that the defect is remedied, that a new product is delivered or that the customer receives a reasonable price reduction. The customer can not apply any other sanction.

10 Limitation of Liability and Force Majeure
10.1 Caldic Brew makes no warranties or representations regarding the delivered products or services other than those set forth in clause 10.1 above. Unless otherwise stated in mandatory law, Caldic Brew is only liable for direct damages that (i) occur as a result of a breach of clause 10.1 above, or (ii) occurred during such transport for which Caldic Brew is responsible under the Agreement and which has been handled in accordance with the procedure in clause 10.4 above, and then in the manner specified in paragraph 10.7 above. Caldic Brew is not responsible for downtime, losses, loss of goodwill or other indirect costs or damages that occur due to delivery delays or product shortages. In any case, Caldic Brew's total liability under the Agreement is limited to SEK 1,000,000. Caldic Brew is never responsible for damage or loss that arises as a result of Caldic Brew's advice or recommendation.
10.2 Caldic Brew has the right towards the customer to cancel, restrict or postpone delivery without liability to the extent that fulfillment of the delivery is impossible or significantly made more difficult or expensive due to circumstances beyond Caldic Brew's control, such as war-like events, riots and disturbances, public relations, export and import restrictions, legal regulation or other injunction by an authority in Sweden or abroad, strike, lockout, blockade or other work obstacle, traffic accident, flood, fire, explosion or other accident, or for errors or delays in services from subcontractors due to the above mentioned circumstances.

11 Returns
11.1 Returns are only accepted after written approval from Caldic Brew.
11.2 In such a case where the customer is entitled to terminate the Agreement, or the product is returned to Caldic Brew for remedial action, the product shall be returned to Caldic Brew in original packaging or equivalent at the customer's risk and expense. In the event that Caldic Brew suffers from transport costs or the like, Caldic Brew has the right to demand this from the customer, or deduct from any compensation or other debt. In the event of a defect, the customer must pick up the product at Caldic Brew, or transport the product at their own risk and expense.
12 Product liability
12.1 The applicable Swedish law applies to product liability at all times. In the event that a case is not covered by Swedish law, the same rules apply as under point 10.

13 Volumes, delivery times etc.
13.1 When signing an Agreement that contains a certain specified volume, the parties shall be deemed to have agreed on the purchase of the entire specified volume and the customer shall take delivery of this within the term of the Agreement. The Customer has the right to request that (i) the entire ordered volume be delivered at one and the same time, or (ii) partial deliveries at predetermined times of the volume thus ordered, or (iii) call for partial deliveries up to the ordered volume, under the Agreement period of validity. The customer's choice must be stated when signing the Agreement. In the event that no such choice is made, the customer is considered to have chosen alternative (iii) above (call-off). In the event that the customer has chosen alternative (iii) above (call-off) and the entire agreed volume has not been called off and delivered during the term of the Agreement, and this is due to circumstances attributable to the customer, the customer shall indemnify and hold Caldic Brew indemnified (including the positive the interest in the contract and all additional costs) for the breach of contract (ie the customer's failure to take delivery of the entire agreed volume). In the event that no validity period or delivery period has been specified for an Agreement, the validity period shall be considered to be one (1) year from the customer's order.
13.2 Agreements that do not contain a specified volume shall be considered to constitute framework agreements that must always be supplemented with a specific order for a certain volume. In the event that such an order is made, what is stated in section 14.1 above applies.
14 Transfer of rights and obligations
14.1 Agreements may not, in whole or in part, be transferred without the written consent of the other party. However, Caldic Brew has the right to transfer the Agreement and its rights and obligations to another company within the Group without the customer's consent.
15 Applicable law and dispute
15.1 Swedish law shall be applied to the parties' Agreement. Disputes that arise in connection with the Agreement shall be finally settled through arbitration proceedings administered by the Stockholm Chamber of Commerce's Arbitration Institute (SCC). Rules for Simplified Arbitration shall be applied unless the SCC, taking into account the severity of the case, the value of the dispute and other circumstances, decides that Arbitration Rules shall be applied. In the latter case, the SCC shall also decide whether the arbitral tribunal shall consist of one or three arbitrators. The seat of the arbitration shall be Malmö. Notwithstanding the above, Caldic Brew shall always have the right to apply for an order for payment or to bring an action regarding non-payment in a general court.

16 Other
16.1 Information and prices are provided with reservations for printing and typing errors, inaccuracies in specified product specifications and for final sales.
16.2 Information provided to the customer does not constitute a commitment on usability, suitability or guarantee other than where it is directly stated in writing to the customer.
16.3 Caldic Brew reserves the right to change these General Terms of Sale at any time. The change will take effect for orders that take place from the time when updated terms are published on Caldic Brew's website.
16.4 Caldic Brew reserves the right to take samples of product on behalf of an authority. These packages will be resealed and considered to be in good condition.
16.5 Caldic Brew owns all rights, including intellectual property rights related to the products, including but not limited to recipes, concepts, trademarks, design protections, copyrights and patents. The Customer does not acquire any intellectual property or other right through the Agreement. Rights developed under the Agreement or in connection therewith shall always be Caldic Brew's exclusive property.
16.6 If the Buyer's conduct or financial circumstances are such that it gives Caldic Brew a reasonable reason to assume that the Buyer will not fulfill its payment obligation, Caldic Brew has the right to demand that the Buyer provide acceptable security for the correct performance of the Agreement. If the buyer does not provide acceptable security without delay, Caldic Brew has the right to terminate the Agreement.
16.7 Caldic Brew has the right to terminate the Agreement without first demanding security if the buyer is declared bankrupt or otherwise as a result of insolvency can not be expected to fulfill its obligations under the Agreement.