General Terms and Conditions

Sweden

A. PROVISIONS RELATING TO ALL BANKING “OrderOrderOrder” means any orders, instructions and other SERVICES messages to execute or perform a Transaction and/or

a Service; 1. Definitions “TransactionTransaction ” means any transaction executed by Transaction the with respect to any Account or Services. “AccountAccount ” means any current, deposit, payment, savings and/or similar account opened by the Client 2. Application with the Bank pursuant to the Account Opening Form; 2. Application

“AccountAccount Opening Form ” means the account 2.1 These General Terms apply to the services opening form and the signature card; provided by the Bank to the Client in relation to any “AffiliateAffiliate ” means BNP Paribas S.A. and any Account or Transaction (the “ Services” ). The General Subsidiary or Branch or other member of the Group, Services” Terms are supplemented by the written contrac tual and any of their offices; arrangements relating to the Services provided by “AuthorizedAuthorized Currency ” means any currency other the Bank in place between the Bank and its than SEK included on the list of currencies that may “corporate customer” meaning any company or other be used for the opening and operation of Accounts, as legal entity (the “ClientClient ”) from time to time (a determined and made available to the Client by the Client “SpecificSpecific Agreement”).Agreement Bank; Specific Agreement “BankBankBank” means BNP Paribas S.A./N.V. and its 2.2 The General Terms and the Specific Agreements Swedish branch BNP Paribas Fortis S.A./N.V., are hereafter referred to as the “ Agreement”.Agreement The Bankfilial Sverige; Agreement Services are provided to the Client and the “BusinessBusiness Day ” shall mean a day in Sweden on Transactions are executed on the terms of the which the Bank is open for business, which is not a Agreement. Saturday, Sunday, other public holiday , Midsummer

Eve, Christmas Eve or New Year’s Eve; 2.3 To the extent of any inconsistency between the “ConfidentialConfidential InformationInformation” means all information General Terms and a Specific Agre ement relating to a regarding the Client’s relationship with the Bank in particular Service or Transaction , the Specific any form (verbal, written etc.) whatsoever in Agreement will prevail in relation to the provision of accordance with the Swedish Banking and Financing that Service or Transaction by the Bank to the Client. Business Act (2004:297);

“CutCutCut----offoff time ” means the point in time when an 2.4 If any provision of these General Terms and/or of order at the latest will have to be received by the the documents governed by these terms is invalid, Bank as specified in the Bank’s current price list; illegal, or incapable of being enforced, by reason of “GeneralGeneral TermsTerms” means these general terms and any rule of law, administrative order, judicial decision conditions, as the same may be amended, revised or or public policy, all other conditions and provisions of otherwise modified or replaced from time to time; these General Terms and/or of the documents “Group”Group” means BNP Paribas S.A. and any Affiliate governed by thes e terms shall, nevertheless, remain and any company or other legal entity in which BNP in full force and effect, and no provision shall be Paribas S.A. holds, directly or indirectly, a majority deemed dependent upon any other provision unless shareholding interest (a “Subsidiary”Subsidiary”Subsidiary”), as well as any so expressed herein. branch of BNP Paribas S.A. or its Subsidiaries (a

“Branch”Branch”Branch”); 2.5 These General Terms shall substitute and replace all previously dated general terms and condi tions

applicable to the Services.

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3. Capacity 5. Instructions

The Bank may appoint, employ or utilise agents, sub- 5.1 Order forms contractors or any other third parties in the performance of any Transaction or Services. (1) The Bank provides the Client with various Order forms to be used for submitting orders to the Bank. 4. Regulatory information The various Order forms contain the information necessary for the Client to provide to the Bank. 4.1 Deposit guarantee (2) A Specific Agreement must be signed for The Bank has in accordance with Belgian law transmitting Orders by computer systems approved subscribed to the Belgian deposit guarantee system. by the Bank. A description of the Belgian deposit guarantee system is available to Clients upon request. (3) Orders given by e-mail containing a scanned document, fax, or any other means of electronic 4.2 Information to be provided by the Client transfer shall only be executed by the Bank, if the Bank deems them to be authentic compared with the (1) Before the Client can open an acc ount, effect any specimen signatures which the Client has deposited Transactions with the Bank or receive any Services with the Bank. The Bank is not obliged to seek further from the Bank, it shall be required, to provide the confirmation of the validity or authenticity of the Bank with: (i) any official registration document signature. The Bank may postpone executing these containing the name, trade name, address, legal orders until receipt of written confirmation. form, name of legal representatives, b usiness activities and share capital of the Client; (ii) copy of (4) All Orders submitted to the Bank must clearly the most recent by-laws, articles of association state the purpose and the procedure of the and/or deed of incorporation of the Client; (iii) Transaction and/or Service to be executed or audited financial statements for the last three years; performed by the Bank . The Bank reserves the right (iv) signature specimens of authorise d signatories; (v) not to execute an Order if the Bank deems the Order passport copies of authorised signatories; (vi) VAT to be imprecise or incomplete . However, if the Bank and other relevant tax numbers; (vii) Executed considers that it can rectify the data set out in the Beneficial Owner Statement; (viii) if applicable, copy Order, it shall execute the Order . The Bank may not of minutes of any corporate body relevant in the be held liable for any error or delay resulting from context of the Agreement; (ix) Cer tified copy of any the fact that the Order is imprecise or incomplete, power of attorney relevant in the context of the except in the eve nt of fraud or gross negligence on Agreement; (x) Executed Account Opening Form and; the part of the Bank. (xi) any other necessary document as required by the Bank. 5.2. Execution of Orders submitted to the Bank

(2) The Client is liable for any prejudicial (1) The Bank shall use its best endeavours to consequences arising as a result of providing expedite the execution of an Order. inaccurate information and/or documents. The Client shall notify the Bank in writing of any changes in the (2) The Bank may decline to execute, take into information or documents, which it have provided to account or give effect to any Order where doing so the Bank, including alteration in or revocation of any would result in a breach of any applicable law, powers of attorney. The Bank shall take the steps regulation or internal policy of the Group or for any required to take such changes into account as soon other justified reason relating to security, suspicion of as possible, and in any event shall do so within three un authorised use or fraud, excess complexity or cost, Business Days following the date on which the the Client's inability to repay any credit advanced to written notice of such changes is received by the it or possible damage to the Bank’s reputation. Bank. (3) The Bank may decline to execute, take into (3) The Bank shall only be liable if it commits fraud account or give effect to any Order not submitted in or a gross negligence in verifying that the signatures accordance with the Agreement. match the specimen signature provided.

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(4) The Bank may also decline to execute, take into 6. Accounts and Payments account or give effect to any imprecise, unclear or incomplete Order and, in the event the Bank 6.1 The Bank will issue account statements in respect complies with any such Order, shall not be held of the Client’s Account(s) at such intervals as the liable for any execution er ror or delay or prejudice or Bank has specifically agreed with the Client. damage to the Client in connection therewith. In particular, the Bank may decline to execute a direct 6.2 The Client must examine each account statement debit order where the direct debit authorization does promptly. Where such examination discloses any not set out the exact amount to be debited from the error, the Client must notify in writing the Bank of Client’s Account an d, in the event the Bank decides to such error without delay. execute such direct debit order, shall not be held liable in connection therewith. 6.3 In case of any debit entries made as a result of unauthorized or incorrectly executed payment (5) Where the Bank has declined to execute an Order, transactions, the Client may obtain rectification by the Bank shall inform the Client hereof. the Bank only if the Client notifies the Bank without delay on becoming aware of any unauthorised or (6) The Bank is entitled, inter alia, to call upon third incorrectly executed payment transaction. parties to execute Orders received by the Bank whenever it deems this to be useful or necessary . 6.4 The Bank has the right to reverse entries on the Client’s Account without the consent of the Client, if (7) In the event of an unexecuted or defectively it has deposited an amount on the Client’s Account executed payment order, the Bank shall, upon by obvious mistake, technical or system failure. request by the Client, make immediate best efforts to trace the payment order and notify the Client of the 7. Fees, charges and interest outcome of its search. The Bank may also at any time rectify errors committed by it or any person acting on 7.1 The Bank’s fees and charges and any interest its behalf, whether or not such rectification has been payable will be levied in accordance with the requested by the Client. principles generally applied by the Bank from time to time for the relevant type of Account. Information (8) In the case of manual, electronic, national or regarding applicable fees is provided to the Client international transfers of funds, the Bank is entitled upon opening of the Account. Where fees are changed to notify the payee’s bank systematically, either on to the disadvantage of the Client, the Client shall be its own initiative or on request, of the corporate notified through a separate notice not later than 30 name, account number and or Bankgiro number, Business Days prior to the entry into force of the addr ess of the instructing party and any other data change. The afores aid shall also apply when the Bank that makes the identification of the instructing party introduces new fees . If the Client does not approve of possible. the change of fees, the Client shall have a right to terminate the Agreement in accordance with article 5.3 Time of receipt of Orders 13 below.

In determining the point in time of receipt of the 7.2 The Client agrees to pay such fees, charges and Order: interest, together with any applicable taxes and (a) any Order received by the Bank before the charges thereon on their due date, and if no due date Cut-off time on any given Business Day shall is specified, on demand. be deemed to be received on the same Business Day; 7.3 The Bank may debit the Account with amounts (b) any Order received by the Bank at or after corresponding to fees, costs, and disbursements with the Cut-off time on any given Business Day respect to Orders executed on behalf of the Client, shall be deemed to be received on th e next payment of other due claims held by the Bank Business Day; and against the Client and overdraft interest. (c) any Order received by the Bank on a day which is not a Business Day shall be deemed to be received on the next Business Day.

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8. Tax similar circumstances (the reservation with respect to strikes, blockades, boycotts and lockouts shall 8.1 All payments by the Client to the Bank shall be apply notwithstanding that the Bank is itself or any made free and clear of and without any deduction for agent, sub-contractor or third party appointed the or on account of present or future taxes or otherwise. subject of, or takes, such measures); and (ii) If the Client is required by applicable laws or shutdowns, blackouts, power failures, breakdowns or regulations to make any deduction for tax, the sum similar technical problems affecting any electricity, payable shall be increased so that the net amount computer or IT system of the Bank or any agent, sub- received by the Bank shall be the same amount as it contractor or third party appointed, employed or would have received had no such deduction been utilized by the Bank in the performance of any made. Transaction or Service.

8.2 The Client shall bear any taxes, duties or levies 10.2 Losses incurred in other cases shall not be that may arise or result from the holding or compensated by the Bank, provided it has exercised operation of any Account or from any Transaction or normal care. Under no circumstances shall the Bank Service. be liable for indirect losses.

9. Default remedies 10.3 Where the Bank is precluded from effecting payment or t aking other measures as a consequence In addition to any rights to which the Bank or its of a circumstance stated in the first paragraph, such Affiliates may be entitled at law or under the measure may be deferred until the impediment has Agreement or otherwise, each of the Bank and its ceased. In the event of deferred payment, the Bank Affiliates will have the right (but not the obligation) shall, where interest is fixed, pay interest at the rate at any time and subject to prior notice to the Client of inte rest applicable on the due date. Where the rate to: of interest is not fixed, the Bank shall not be obliged (i) combine or consolidate all or any of the Client’s to pay interest at a higher rate than corresponds to Accounts that are held either with the Bank or with the reference rate established by the Central Bank of any of the Affiliates; Sweden from time to time pursuant to section 9 of (ii) set-off or transfer any sum or sums in whatever the Interest Act (1975:635) plus two percentage currency standing to the credit of any account that is points. held either with the Bank or with any of its Affiliates (or any other sum or sums in whatev er currency that 10.4 Where the Bank is precluded from receiving are due to the Client either from the Bank or from payment as a consequence of a circumstance stated any of its Affiliates) in or towards satisfaction of any in the first paragraph, during the period of time in amount due to the Bank or to any of its Affiliates; and which the impediment subsists the Bank shal l be (iii) in its sole discretion, convert any currency into entitled to interest only in accordance with the terms the currency(ies) i n which any such amount or any and conditions applicable on the due date. credit balance may for the time being be designated, on the basis of the rate of exchange at which the 10.5 The Bank will not be liable for the illegal, Bank or (as the case may be) the relevant Affiliate is fraudulent, reckless or negligent Orders and other able on or about the date of such conversion to messages given by e-mail containing a scanned purchase such curre ncy(ies) in accordance with its docum ent, fax, or any other means of electronic normal practice. transfer.

10. Liability and indemnity 11. Amendment

10.1 The Bank will not be liable for any losses, for The Bank shall be entitled to amend these General taking or not taking and will not be obliged to take or Terms unilaterally, if and when it deems it necessary. refrain from taking any action which it is beyond the Where the General Terms are amended, the Client Bank’s power to take or refrain from taking wholly or shall be notified through separate notice not later partly as a result of a force majeure event including than 30 days prior to the entry into force of the but not limited to: (i) measures taken by Swedish or amendment. Any amendment to these General Terms foreign public authorities, acts of war, strikes, shall be deemed to have been approved by the Client stoppages, blockades, boycotts, lockouts or other unless the client has notified the Bank no later than

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7 days prior to the entry into force of the amendment 15.2 Purposes of processing that it wishes to terminate the Agreement. Such termination shall be made in accordance with article (1) Personal data provided by the Client to the Bank 11 below. as well as information which is otherwise registered in connection with the opening of an account, such as 12. Assignment name, title, address, identification number, passport number, will be the subject of such proces sing in 12.1 The Client may not transfer and/or assign any of computer systems as required in order for the Bank its rights and/or obligations (whether in whole or in to perform the Transactions and Services under this part) under any Account, Transaction, Service or Agreement. Agreement, without the prior consent of the Bank. (2) The personal data also constitutes the basis for 12.2 The Bank may transfer and/or assign all or any market and customer analyses, business and of its rights and/or obligations (whether in whole or methods development and risk management in the in part) under any Account, Transaction, Service or Group. Agreement to any Affiliate. Such transfer and/or assignment may be made without prior notice to or (3) The personal data is also used for marketing consent from the Client. The Bank shall notify the purposes unless the Client has requested a block on Client of any such transfer or assignment without direct advertising from the Bank. delay. (4) By entering into this Agreement , the Client 13. Termination consents to the processing of the Client's per sonal data as set out in this article 15.2. The Agreement may be terminated in accordance with its terms. If the Agreement makes no provision 15.3 Recipients of personal data as to its term or its termination, the Bank or the Client may terminate the Agreement, without (1) The data may also be the subject of processing by penalty, by giving the other written notice. The another company or organisation in the Group. minimum period of notice which must be given for this purpose is 30 days. (2) The processing of personal data may also take place at other entities i n the Group as well as 14. Consequences of termination companies with which the Bank co -operates in its operations subject, however, to the Bank’s Term ination will be without prejudice to the confidentiality provisions. completion of Transactions or Services already initiated and will not affect outstanding rights (3) Personal data may, upon request by the Client or (including the Bank’s right to any collateral) or in accordance with a previous agreement, be sent to actual, future or contingent liabilities and the a recip ient specified by the Client. Agreement will apply to these rights and liabilities until (as may be relevant) all orders, contracts, (4) By entering into this Agreement , the Client advice, transactions and advances have been closed consents to its personal data being shared with other out, repaid, discharged, settled or delivery effected entities in the Group as well as companies with and all liabilities finally, unconditionally and which the Bank co-operates, as set out in this article irrevocably discharged. 15.3.

15. Data protection 15.4 Right of access, correction and deletion

15.1 Introduction (1) Where the Client wishes to receive information as to (i) which personal data about him or her is (1) For the purposes set out herein, the Bank is the processed, (ii) the purpose of the processing and (iii) controller of personal data. The Bank's contact to which recipients or categories of recipients the details are available in article 17.4 below. information i s disclosed to, by the Bank, the Client may submit a written request therefore to the Bank.

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The application must be dated and signed by the 16.5 The Group may record telephone conversations Client. with the Client for the purposes of documenting the content of agreements and to ensure the level of (2) A request for rectification of erroneous or customer service. Any such recordings w ill be for the incomplete personal data, or blockage or removal of own internal purposes and will not be persona l data not processed in accordance with disclosed to any third party, except for the ones applicable law, shall be made to the Bank. referred to in articles 16.2 and 16.4 .

15.5 Information and consent of data subjects 17 Notices

Where, as a consequence of the contractual 17.1 The Client is obliged to notify the Bank regarding relationship between the Bank and Client, the Client any change in address, telephone number , e-mail provides the Bank with information regarding natural address and fax number. Notice sent by the Bank by persons, the Client shall be obliged to notify such registered mail to an address known to the Bank persons that the Client has provided the Bank or any shall be deemed received by the Client not later than Af filiate with information regarding such person. the seventh day following despatch.

16. Confidentiality 17.2 Notices sent by fax to a number provided by the Clie nt to the Bank and notices sent by e -mail to an e- 16.1 The Bank shall treat all Confidential Information mail address provided by the Client to the Bank shall in accordance with all laws and other legal be deemed received by the Client not later than the regulations applicable to it, and shall maintain following Business Day. confidentiality in respect of Confidential Information for the duration of the relationship between the Bank 17.3 The Client may give notices to the Bank by and the Client and after the expiry of that electronic means provided that the Client notify the relationship to the extent required by law, and shall Bank of the name, position and e -mail addresses of ensure that the same shall apply to any Affiliate. any authorized signatory authorized to give or receive notice by e-mails. 16.2 The Client acknowledges and agrees that the Bank may disclose Confidential Information without 17.4 Any complaints the Client may have should be the Client’s consent to third parties specified in, and provided to the Bank at the following contact detail s: under the conditions stipulated by, the Swedish Banking and Financing Business Act (2004:297) , the BNP Paribas Fortis SA/NV, Bankfilial Sverige Swedish Money Laundering Act (2009:62) and other PO Box 7763 applicable laws. This includes, without limitation, 103 96 Stockholm registers. Sweden Telephone: +46 8 5623 2852 16.3 The Client gives the Bank consent to disclose Fax: +46 8 611 05 55 any Confidential Information to any Affiliate, and E-mail: csd_sweden @bnpparibas.com agrees that such Affiliate may use the Con fidential Information disclosed to it, for the purpose of due 18. Governing law and jurisdiction performance of activities (including, but not limited to, payments and settlements processing, money 18.1 Governing law market transactions, advertising, IT support, audit) outsourced to the Affiliate by the Bank or performed These General Terms are governed by and shall be by the Affiliate for the benefit of the Bank. construed in accordance with the laws of the Kingdom of Sweden. 16.4 The Client hereby expressly authorizes the Bank to communicate Confidential Information and/or any 18.2 Jurisdiction Transaction or Service to third parties (including agents and/or subcontractors) in connecti on with the Any dispute between or claim against the Bank performance of any Transaction, Service or and/or the Client arising out of, in connection with or Agreement. related to any Agreement, Account , Transaction or

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Service, including but not limited to any dispute or limitation period commenced to run, when it will claim concerning their existence, interpretation, expire and what is required by the Client to interrupt validity or enforcement, shall be submitted to the the time limit. Necessary costs incurred in exclusive jurisdiction of the District Court of connection with locating the Client may be charged Stockholm (Stockholms tingsrätt). to the Account.

B. FURTHER PROVISIONS RELATING TO ACCOUNTS 19.5 Overdraft facility

19. Use of AAAccountsAccounts (1) The granting of any overdraft facility or authorization shall be subject to the execution of a 19.1 Currency Specific Agreement. In the absence of such Specific Agreement, all Accounts must be kept in credit at all The Client may open Accounts in SEK and in any times. other Authorized Currency. (2) The Bank may decline to execute or postpone the 19.2 Right of disposition and execution of transfers execution of any Order for which there are not from the Account sufficient funds in the relevant Account to cover the total amount of the Order. For the avoidance of (1) The Client and any person entitled thereto doubt, it is provided that Orders may not be executed through a power of attorney from the Client shall or performed in part. have a right of disposition over the Account. (3) Notwithstanding the above, should any deficit (2) In the event of a transfer between two deposit arise on the Account, the Client shall be obliged to Accounts at the Bank, such transfer shall be executed immediately cover the deficit by making a deposit on directly. In the event of a transfer to a deposit the Account. Overdraft interest, calculated based on Account at another Swedish bank, the Client’s the rate of interest and the prin ciples applied by the Account shall be debited directly in conjunction with Bank from time to time, shall be paid in the event a the execution of such transfer and the amount is deficit arises. normally received by the recipient bank on the following Banking Day. 19.6 Interest

(3) Where the Client has provided the Bank with (1) Interest on amounts deposited on the Account instructions regarding standing transfers from the shall be calculated commencing the Banking Day Account, the Client undertakes to ensure that following the day of deposit. Information regarding requisite funds are available on the Account in current interest rates is provided to the Client upon conjunction with the execution of each transfe r. In opening of the Account. Interest is added to the the event there are not requisite funds available on Account upon the expiry of each year or upon closing the Account , the Bank will not execute the transfer. of the Account.

19.3 Closing of Accounts (2) In certain cases, the Client accepts that the Bank is or will be obliged to withhold tax on interest Both the Client and the Bank shall be entitled to amounts. Interest on withdrawn amounts is determine that, and when, the Account shall be calculated up to and including the day prior to the closed. The Bank shall disburse any balance upon day of withdrawal. closure of the Account. (3) Upon transfer of amounts between two deposit 19.4 Unused Accounts. Time-bar Accounts at the Bank held by the same Client, the Bank calculates interest in such a manner that the If no money is deposited or withdrawn from an Client does not lose any interest day. Account during a 3-year period, the Bank shall , before the end of such period, send a registered (4) In the event the rate of interest changes to the letter to the Client's last known address advising disadvantage of the Client and where such is due to that the deposit and interest on the Account will circumstances beyond the control of the Bank, e.g. become time barred. This notice shall state when the changes in general interest rates, the Client shall be

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notified through a separate notice as soon as C. FURTHER PROVISIONS RELATING TO PAYMENT possible. Where the rate of interest is changed to the SERVICES disadvantage of the Client and such is due to other circumstances, the Client shall be notified through a 20. Specific Terms relating to payment services separate notice not later than 14 days prior to the entry into force of the change. If the Client does not The Bank and the Client agree not to apply, to the approve of the change of rate of interest, the Client fullest extent possible, sections 4 and 5 of the shall have a right to terminate th e Agreement in Swedish Act on Payment Services ( Lag (2010:751) om accordance with article 11 above. betaltjänster ).

(5) Interest shall be calculated in accordance with DDD. OTHER BANKING PRODUCTS the rate and the principles applicable from time to time for the relevant type of Account with the Bank. 22212111.. Bankgiro services Interest is calculated based on a month comprisin g 30 days irrespective of the number of days in the The Bank offers several Bankgiro services as evident month. on the Account Opening Form. For further product descriptions please visit http:// www.bankgirot.se . The (6) Where the calculation principles for interest are fees, charges and interest applicable to the Bankgiro changed, the Client shall be notified through services will be provided by the Bank at the start of separate notice not later than 14 days prior to the such services. entry into force of the change. If the Clien t does not approve of the change of the calculation principles for interest, the Client shall have a right to terminate the Agreement in accordance with article 1 1 above.

19.7 Conditional credit entry

(1) Each credit entry on the Account of an amount received or to be received in favour of the Client is made subject to the provision that the Bank actually receives this amount definitely and unconditionally.

(2) If this condition has not been satisfied, the Bank may reverse the credit entry on the Account , without prior notification, by debiting the same amount with full retroactive effect (including for value dating purposes).

(3) If the amount received or to be received was converted into another currency when crediting the Account, the Bank may make the deb it entry in the other currency at the spot exchange rate available at the time of execution.

(4) Costs in connection with the reversal may be charged to the Client in accordance with the standard fees, charges and interest applied from the bank from time to time

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