GENERAL TERMS AND CONDITIONS

Definitions

The High Performance Lab BV
E-mail: info@thehighperformancelab.nl
Website: www.thehighperformancelab.nl

1. The High Performance Lab BV: The High Performance Lab, established in Lijnden, Chamber of Commerce no. 75557061.

2. Customer: the party which The High Performance Lab BV has entered into an agreement with.

3. Parties: The High Performance Lab BV and customer together.

4. Consumer: a customer who is an individual acting for private purposes.

Applicability

1. These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of The High Performance Lab BV.

2. Parties can only deviate from these conditions if they have explicitly agreed upon in writing.

3. The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the

   customer or of third parties.

Prices

1. All prices used by The High Performance Lab BV are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, shipping- or transport expenses, unless expressly stated otherwise or agreed otherwise.

2. The High Performance Lab BV is entitled to adjust all prices for its products or services, shown in its shop, on its website or otherwise, at any time.

3. The price with regard to services is determined by The High Performance Lab BV on the basis of the actual working hours.

4. The price is calculated according to the usual hourly rates of The High Performance Lab BV, valid for the period in which he carries out the work, unless a different hourly rate has been agreed.

5. If the parties have agreed on a total price for a service provided by The High Performance Lab BV, this is always a target price, unless the parties have explicitly agreed upon in writing on a fixed price, which cannot be deviated from.

6. The High Performance Lab BV is entitled to deviate up to 10% of the target price.

7. If the target price exceeds 10%, The High Performance Lab BV must let the customer know in due time why a higher

   price is justified.

8. If the target price exceeds 10%, the customer has the right to cancel the part of the order that exceeds the target price

   by 10%.

9. The High Performance Lab BV has the right to adjust prices annually.

10. The High Performance Lab BV will communicate price adjustments to the customer prior to the moment the price increase becomes effective.

11. The consumer has the right to terminate the contract with The High Performance Lab BV if he does not agree with the price increase.

Payments and payment term

1. The High Performance Lab BV may, at the conclusion of the agreement, require a down payment of up to 50% of the agreed amount.

2. The customer must have paid the full amount within 0 days, after delivery.

3. Payment terms are considered as fatal payment terms. This means that if the customer has not paid the agreed amount

   at the latest on the last day of the payment term, he is legally in default, without The High Performance Lab BV having to send the customer a reminder or to put him in default.

4. The High Performance Lab BV reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products.

Consequences of late payment

1. If the customer does not pay within the agreed term, The High Performance Lab BV is entitled to charge an interest of 2% per month for non-commercial transactions from the day the customer is in default, whereby a part of a month is counted for a whole month.

2. When the customer is in default, he is also due to extrajudicial collection costs and may be obliged to pay any compensation to The High Performance Lab BV.

3. The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs.

4. If the customer does not pay on time, The High Performance Lab BV may suspend its obligations until the customer

   has met his payment obligation.

5. In the event of liquidation, bankruptcy, attachment or suspension of payment on behalf of the customer, the claims of

   The High Performance Lab BV on the customer are immediately due and payable.

6. If the customer refuses to cooperate with the performance of the agreement by The High Performance Lab BV, he is

   still obliged to pay the agreed price to The High Performance Lab BV.

Suspension of obligations by the customer

The customer waives the right to suspend the fulfillment of any obligation arising from this agreement.

Settlement

The customer waives his right to settle any debt to The High Performance Lab BV with any claim on The High Performance Lab BV.

Insurance

1. The customer undertakes to insure and keep insured the following items adequately against fire, explosion and water damage as well as theft:

   goods delivered that are necessary for the execution of the underlying agreement
   goods being property of The High Performance Lab BV that are present at the premises of the customer goods that have been delivered under retention of title

2. At the first request of The High Performance Lab BV, the customer provides the policy for these insurances for inspection.

Guarantee

When parties have entered into an agreement with services included, these services only contain best-effort obligations for The High Performance Lab BV, not obligations of results.

Performance of the agreement

1. The High Performance Lab BV executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.

2. The High Performance Lab BV has the right to have the agreed services (partially) performed by third parties.

3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of the

   possibly agreed advance by the customer.

4. It is the responsibility of the customer that The High Performance Lab BV can start the implementation of the

   agreement on time.

5. If the customer has not ensured that The High Performance Lab BV can start the implementation of the agreement in

   time, the resulting additional costs and/or extra hours will be charged to the customer.

Duty to inform by the customer

1. The customer shall make available to The High Performance Lab BV all information, data and documents relevant to the correct execution of the agreement to in time and in the desired format and manner.

2. The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, unless otherwise ensuing from the nature of the agreement.

3. If and insofar as the customer requests this, The High Performance Lab BV will return the relevant documents.

4. If the customer does not timely and properly provides the information, data or documents reasonably required by The

   High Performance Lab BV and the execution of the agreement is delayed because of this, the resulting additional costs and extra hours will be charged to the customer.

Duration of the service agreement

1. The agreement between The High Performance Lab BV and the customer is entered into for the duration of 3 months , unless it results otherwise from the nature of the agreement or if the parties have expressly agreed otherwise in writing.

2. If a fixed-term contract has been entered into, it will be tacitly converted into an open-ended contract at the end of the term, unless 1 of the parties terminates the contract with due observance of a notice period of month(s), or if a consumer terminates the agreement with due observance of a notice period of 1 month causing the agreement to end at the end of the fixed term.

3. If the parties have agreed upon a term for the completion of certain activities, this is never a strict deadline, unless specified explicitly otherwise in writing. If this term is exceeded, the customer must give The High Performance Lab BV a written reasonable term to terminate the activities, before it may either terminate the contract or claim damages.

Indemnity

The customer indemnifies The High Performance Lab BV against all third-party claims that are related to the products and/or services supplied by The High Performance Lab BV.

Complaints

1. The customer must examine a product or service provided by The High Performance Lab BV as soon as possible for possible shortcomings.

2. If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform The High Performance Lab BV of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings.

3. Consumers must inform The High Performance Lab BV of this within two months after detection of the shortcomings.

4. The customer gives a detailed description as possible of the shortcomings, so that The High Performance Lab BV is able to respond adequately.

5. The customer must demonstrate that the complaint relates to an agreement between the parties.

6. If a complaint relates to ongoing work, this can in any case not lead to The High Performance Lab BV being forced

   to perform other work than has been agreed.

Giving notice

1. The customer must provide any notice of default to The High Performance Lab BV in writing.

2. It is the responsibility of the customer that a notice of default actually reaches The High Performance Lab BV (in

   time).

Joint and several Client liabilities

If The High Performance Lab BV enters into an agreement with several customers, each of them shall be jointly and severally liable for the full amounts due to The High Performance Lab BV under that agreement.

Liability of The High Performance Lab BV

1. The High Performance Lab BV is only liable for any damage the customer suffers if and insofar as this damage is caused by intent or gross negligence.

2. If The High Performance Lab BV is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.

3. The High Performance Lab BV is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties.

4. If The High Performance Lab BV is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.

5. All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Expiry period

Every right of the customer to compensation from The High Performance Lab BV shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 Dutch Civil Code.

Dissolution

1. The customer has the right to dissolve the agreement if The High Performance Lab BV imputably fails in the fulfillment of his obligations, unless this shortcoming does not justify termination due to its special nature or because it is of minor significance.

2. If the fulfillment of the obligations by The High Performance Lab BV is not permanent or temporarily impossible, dissolution can only take place after The High Performance Lab BV is in default.

3. The High Performance Lab BV has the right to dissolve the agreement with the customer, if the customer does not fully or timely fulfill his obligations under the agreement, or if circumstances give The High Performance Lab BV

   good grounds to fear that the customer will not be able to fulfill his obligations properly.

Force majeure

1. In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of The High Performance Lab BV in the fulfillment of any obligation to the customer cannot be attributed to The High Performance Lab BV in any situation independent of the will of The High Performance Lab BV, when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from The High Performance Lab BV .

2. The force majeure situation referred to in paragraph 1 is also applicable – but not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.

3. If a situation of force majeure arises as a result of which The High Performance Lab BV cannot fulfill one or more obligations towards the customer, these obligations will be suspended until The High Performance Lab BV can comply with it.

4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.

5. The High Performance Lab BV does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.

Modification of the agreement

If, after the conclusion of the agreement and before its implementation, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly.

Changes in the general terms and conditions

1. The High Performance Lab BV is entitled to amend or supplement these general terms and conditions.

2. Changes of minor importance can be made at any time.

3. Major changes in content will be discussed by The High Performance Lab BV with the customer in advance as much

   as possible.

4. Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and

   conditions.

Transfer of rights

1. The customer cannot transfer its rights deferring from an agreement with The High Performance Lab BV to third parties without the prior written consent of The High Performance Lab BV.

2. This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code.

Consequences of nullity or annullability

1. If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions.

2. A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what The

2. A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what The High Performance Lab BV had in mind when drafting the conditions on that issue.

Applicable law and competent court

1. Dutch law is exclusively applicable to all agreements between the parties.
2. The Dutch court in the district where The High Performance Lab BV is established is exclusively competent in case

of any disputes between parties, unless the law prescribes otherwise.

Drawn up on 01 december 2022.