GENERAL TERMS OF ENGAGEMENT

1 General
1.1 These General Terms apply to all services provided to clients by Svalner Atlas Group
(”Svalner Atlas”). By engaging Svalner Atlas you are considered to have agreed to these terms
and conditions.
1.2 Deviations from these General Terms only applies if agreed in writing.
1.3 In the event of a conflict between these General Terms and the Engagement Letter, the
Engagement Letter shall take precedence.

2 The Parties’ undertakings
2.1Svalner Atlas shallexecute the Engagement with such proficiency and care as follow from
generally accepted principles in the advisory services industries.
2.2 The Client shall, atthe request of Svalner Atlas, promptly provide such complete and correct
information as is needed for the Engagement to be executed. If the Client, or a third party
designated by the Client, does not provide the information and material in time, or fails to take
action required fortheEngagementtobeexecuted,this may cause delays and additional costs.
Svalner Atlas is not liable for such delays and additional costs, whether they are increased fee
costs or other additional costs.
Unless the Client and Svalner Atlas havespecifically agreed otherwise in the Engagement
Contract,theEngagement is based on the information and material provided by the Client.
Svalner Atlas assumes that the information and material are correct and complete, which
means that Svalner Atlas does not independently verify the information and material supplied.
Svalner Atlas is not liable for conclusions or recommendations based on incorrect or deficient information from the Client or a third party designated by the Client. If there are evident reasons for Svalner Atlas to assume that the information received is incorrect or deficient, the Client shall be promptly informed there of.
During execution of the Engagement, the Client shall ensure that Svalner Atlas is regularly and
promptly informed of any changes in the circumstances of the Engagement.
3 Actions under the Money Laundering and Terrorist Financing Act
3.1 Under the Act on Measures against Money Laundering and Terrorist Financing (2017:630),
Svalner Atlas is obliged, prior to accepting the Engagement, to identify the Client’s representative (s) and eachphysical person who, directly or indirectly, owns more than 25 per cent of the
Client or for other reason has control over the Client (“beneficial owner”) and collect and retain
relevant documentation concerning this. The Client shall, without delay, supply the information
requested by Svalner Atlas and inform Svalner Atlas of the changes which take place with
regard to the Client’s representative(s) and beneficial owner in relation to the informationwhich
has been supplied to Svalner Atlas prior to acceptance of the Engagement.
3.2 Svalner Atlas shall, in accordance with law, to the extent justified in consideration of identified risks of money laundering and terrorist financing, check and document that the transactions
which are carried out agree with the knowledge Svalner Atlas has of the Client, its business and
risk profile and, if necessary, the origin of its financial resources. If money laundering or terrorist
financing is suspected, Svalner Atlas is obliged to report such suspicions to the police authority.
Svalner Atlas cannot be held liable for any damage caused to the Client, directly or indirectly, as
a consequence of Svalner Atlas fulfilling his or her statutory duty.

4 Processing of Personal Data
4.1 Prior to the acceptance of and as a consequence of the Engagement, Svalner Atlas, any
network firms or others engaged by the Svalner Atlas may collect, use, transfer, store or in
some other way process information which may relate to an identified or identifiable physical
person (“Personal Data”) in the jurisdictions in which they operate. Svalner Atlas undertakes to
process the Personal Data in accordance with the requirements that follow from applicable law
Svalner Atlas reserves the right to send newsletters, invitations and other commercial information by e-mail to the Client contact who signs the Engagement Letter. Svalner Atlas’s digital
communication is regulated by the Data Protection Regulation (GDPR) and the Marketing Act
(MFL). For more detailed information see our privacy policy.

5 Reporting, etc.
5.1 If the Engagement includes delivery of documents, the following shall apply. Svalner Atlas
fulfils its Engagement by supplying the final deliverables (on paper and/or electronically) to the
Client. These documents may comprise advice and recommendations in reports, minutes of
meetings, correspondence, statements in various respects and documents prepared at the
Client’s request.
5.2 During performance of the Engagement and at the request of the Client, Svalner Atlas may
verbally (by telephone or at meetings) or more informally respond to direct questions or otherwise submit comments. As this can imply provision of a quick response to or comment upon a
complex problem regarding which Svalner Atlas does not have access to complete and correct
information, Svalner Atlas is not liable until the response or comment has been confirmed in
writing.
5.3 Drafts of documents which Svalner Atlas supplies to the Client on an on-going basis during
the execution of the Engagement do not constitute Svalner Atlas’s final position, and the Client
may never, therefore, rely on or act or desist from actingon the basis of such drafts.

6 Assignment of personnel to the Engagement
6.1 Svalner Atlas undertakes to assign personnel to work witht he Engagement in such a
manner that the undertaking in clause 2 is fulfilled. If the Parties to the Engagement Letter or to
another document in the Engagement Contract have agreed on the personnel to be includedin
the Engagement Team – without any specific limitation of the right to change personnel – Svalner Atlas may change personnel if this does not adversely affect Svalner Atlas’s undertaking in
accordance with clause 2, increase the costs to the Client, or imply that any timetable is materially disrupted.
6.2 If the Engagement Letter does not specifically govern the right or possibility of Svalner Atlas
to appoint sub-consultants then Svalner Atlas may, if deemed appropriate, appoint sub-consultants provided that these fulfil Svalner Atlas’s obligation in accordance with clause 2.
Svalner Atlas is responsible for the work of the sub-consultant and is entitled to remuneration
for work performed by the sub-consultant included in the Engagement.

7 Fees, disbursements, etc.
7.1 Unless specifically agreed in the Engagement Letter, the following shall apply to fees,
disbursements and expenses, additional taxes and charges, etc.
7.2 The fee for the Engagement will be charged according to the basis of calculation stated in
the Engagement Letter. In the absence of such basis of calculation, Svalner Atlas will charge
areas on ablefee, and in so doing, will consider, among other things, the resources employed,
including specialist knowledge, the complexity of the Engagement, research and know-how
which has been developed by Svalner Atlas, use of technology and structural capital and
whetherthe Engagement has been so urgent that the work has been required to be executed
after normal working hours, at weekends or during holiday periods.
If the Engagement Letter states a calculated fee, Svalner Atlas shall inform the Client in writing
as soon as it becomes apparent that such calculated fee will be exceeded. The Client shall
inform Svalner Atlas no later than ten (10) working days following such notification as to
whether there are any objections.
7.3 Svalner Atlas is entitled to compensation for disbursements and expenses in connection
with the Engagement, such as applicationand registration charges and disbursements for travel
and board and lodging.
The Client shall pay to Svalner Atlas the value-added tax or other tax paid arising from the
Engagement.

8 Invoicing and terms of payment
8.1 The following shall apply, unless otherwise agreed, in the Engagement Letter. Svalner Atlas
shall invoice the Client on an on-going basis, for the work performed and expenses incurred.
Alternatively, Svalner Atlas may invoice the Client on an on-account basis, according to the
estimated fee for the Engagement. The Client shall provide payment not later than fifteen(15)
days from date of invoice. In the event of delay in payment, penalty interest shall be payable in
accordance with the Interest Act (1975:635).
8.2 Delayed payment. If the Client fails to pay an invoiced amount on time, Svalner Atlas is
entitled to immediately discontinue the Engagement until the outstanding amount has been paid
in full, and Svalner Atlas will, then, be free of liability for any delay or other damage which may
result from such cancellation. Svalner Atlas is entitled to terminate the Engagement Contract in
accordance with clause 10 if the Client has not paid an amount due and more than thirty (30)
days have passed since the due date. The same applies if the Client fails to pay on time for any
othere ngagement performed by Svalner Atlas.

9 Non-disclosure, right of use and intellectual property rights
9.1 Unless otherwise follows from law or generally acceptable professional practice applicable
toSvalner Atlas, the Parties agree that the following non-disclosure undertaking shall apply.
EachParty undertakes to refrain from disclosing confidential information on the Engagement to
external parties, nor information on the activities and affairs of the other Party without the written consent of the other Party, unless this is necessary for execution of the Engagement.
Confidential information is understood to mean any advice or disclosure, in verbal or written
form, of a technical, financial or commercial nature, which has been exchanged between the
Parties during the Engagement or of which either of the Parties, in some manner, acquires
knowledgeas a result of the Engagement, with the exception of such advice and disclosures as
• are generally known, or become generally known, in a manner other than through breach of
the non-disclosure undertaking above, or • a Party has received from a third party which is not
bound by the non-disclosure undertaking above or which the receiving Party has, itself, independently produced or already has knowledge of or • Are relating to potential tax effects resulting from the advice, includinghow the tax effects were secured or could be secured.
The Parties have the right, and in certain cases the obligation, to disclose confidential information if this follows from law, or arises as a consequence of a professional obligation, or the
decision of an authority.
In addition, Svalner Atlas is entitled to disclose confidential information to its insurance companies or legal advisers ahead of, or in connection with, a legal procedure, insofar as is required
for Svalner Atlas to be able to safeguard its legal interests,
9.2 The Client does not have theright to disseminate to third parties or to its own organisation,
or touse,materialwhich is suppliedby Svalner Atlas in connection with the execution of the
Engagement, such as results in the form of, for example, reports produced during the Engagement (“the Result”), to an extent in excess of that following from the Engagement Letter. Svalner Atlas may, without restriction, re-use or utilise the contents of the Result of the Engagement
in other engagements, provided that, in doing so, Svalner Atlas does not contravene clause 9.1
9.3 Svalner Atlas retains the right of ownership to all intellectual property rights, both owned and
developed prior to the Engagement, as well as those developed during the Engagement. The
Client may, however,make use ofi ntellectual property rights owned or developed by Svalner
Atlasin order to be able tobenefit from the Result of the Engagement, provided that this does
not occur to an extent greater than that which follows from clause 9.2.
If the Engagement covers or affects intellectual property rights which are owned, or havebeendeveloped by the Client, and which are modified or developed during the course of the Engagement through the initiatives of Svalner Atlas, the Client retains full ownership to these rights.
Svalner Atlas may, however – unless otherwise agreed in the Engagement Letter – re-use or
utilise the knowledge and know-how which it has supplied to the Client through its initiatives,
provided that in doing so, it does not contravene clause 9.1.
Neither Party may use the trademarks, logos or other marks of the other Party without explicit
and written consent.

10 Period of validity and termination
10.1 The Engagement Contract will apply from the date stated in the Engagement LetterorfromthedateonwhichtheEngagementcomesintoeffect,ifnostartdateis specified in the Engagement Letter. The Engagement Contract applies until the Engagement has been completed.
10.2 A Party may, by notification in writing, terminate the Engagement Contract with immediate
effect if the other Party contravenes the terms of the Engagement Contract, provided that such
deviation is of material significance and that no correction is made withinthirty (30)days after a
written request has been presented.
10.3 A Party may, by written notification, terminate the Engagement Contract with immediate
effect if the other Party is unable to pay its debts, or an administrator according to either the
Bankruptcy Act (1987:672) or theCompany Reorganisation Act (1996:764), or a liquidator has
been appointed, or if there is reason to assume that an event of this nature will occur.
10.4 In the event of termination of the Engagement Contract, the Client shall pay to Svalner
Atlas fees, disbursements and otherexpenses as referred to in clause 7 to which Svalner
Atlas,inaccordance with the Engagement Contract, is entitled up tot he time of termination. If
the termination is not made in accordance with clause 10.3 or if it is made by the Clientand is
notbasedon any material breach of contract on thepart of Svalner Atlas, the Client shall alsocompensate Svalner Atlas forother reasonable costs which have arisen in connectionwith terminationof the EngagementContract. Such costs are regarded as including costs of sub-consultant contracts, specific investments occasioned by the Engagement and specific close-down
costs as a consequence of the Engagement Contract having prematurely terminated. Svalner
Atlas shall take reasonable measures to, as far as possible, limit such costs.

11 Responsibility
11.1 Svalner Atlas is not liablefor damages resulting from Swedish or foreign law or from actions
by authorities, acts of war, strikes, blockades, boycotts, lockouts or any other similar circumstance. With regard to strikes, blockades, boycotts and lockouts, the reservation also applies if
Svalner Atlas is, itself, the object of or takes such measures.
11.2 Svalner Atlas carries out the Engagement in accordance with applicable rules andon the
basis of the understanding of applicable interpretation of statutes and court rulings at the timeat
which the Engagement, or part of the Engagement, is executed. Svalner Atlas does not have
any liability for the consequences of any changes to statutes or reinterpretations made after the
date on which Svalner Atlas has reported on the Engagement or a pertinent part of the Engagement.
11.3 Unless otherwise agreed in the Engagement Letter, the result of the Engagement is intended to be used solely by the Client, and Svalner Atlas, therefore, does not accept any liability
towards third parties or any outsider attempting to utilise, derive benefit from or rely upon
thework which Svalner Atlas has carried out in the Engagement.
Svalner Atlas shall be indemnified by the Client against any form of claim for compensation
which third parties address to Svalner Atlas – including Svalner Atlas’s own expenses on the
basis of third-party claims – as a consequenceof theClient having made the Result of the Engagement, or any part thereof, available to third parties. The Client is not liable for third-party
claims, however, if it can be shown that Svalner Atlas has wilfully acted incorrectly or been
grossly negligent.
11.4 Damages in cases other than those referred to in clauses 11.1 and 11.2 shall be compensated for by Svalner Atlas only if Svalner Atlas has acted negligently. Svalner Atlas is, in no
case, liable for loss of production, loss of profit, or any other indirect damages or consequential
harm of any nature.
11.5 If Svalner Atlas’s liability is not governed by law, Svalner Atlas’s liability for all damages,
losses, costs and expenditure in the Engagement is limited to the higher of either two (2) times
the fee paidfor theEngagementunder the Engagement Contract or ten (10) times the price base
amount, according to the Social Insurance Code (2010:110) applying when the Engagement
Contract was entered into. This limitation does not, however, apply when it is shownthat Svalner
Atlas has caused the damages wilfully or through gross negligence.
11.6 Complaints
The Client shall promptly lodge a complaint in writing with Svalner Atlas for such faults or deficiencies in execution of the Engagement or part of the Engagement as the Client discovers or
ought tohave discovered. The complaint shall contain clear information on the nature and extent
of the fault or deficiency. After a complaint or adverse observationhasbeenmade,Svalner Atlasshallbegrantedanopportunitytoremedy the fault or deficiency within reasonable time – if possible–
prior to theClientdemanding compensation. The right of the Client todamages or other compensation is forfeited if the complaint is not made within reasonable time.
For it to be possible for a claim for damages to be lodged against Svalner Atlas, the Client shall
first make a complaint and shall then present such claims for damages in writing no later than
twelve (12) months after the complaint.

12 Notifications
Complaints, terminations and other notifications regarding application of the Engagement Contract and changes of address shall be sent by messenger or registered letter, e-mail or fax to
the most recently indicated addresses of the Parties.

13 Complete contract, partial invalidity
If any provision of the Engagement Letter is found to be invalid,this shall not mean that these
General Terms or the entire Engagement Contract are invalid. In so far as invalidity affects the
rights or obligations of a Party, reasonable adjustment shall, instead, be made.

14 Applicable law
Swedish law, withthe exception of the rules on choice of law, shall be applicable to the Engagement.

15 Disputes
Disputes arising from the Engagement shall be governed by Swedish law and subject to the
jurisdiction of the Swedish Courts.