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Home/General Terms (2026:1)

General Terms (2026:1)

Contents

1. Introductory Provisions2. The Engagement3. Commencement of Engagement and Anti-Money Laundering Rules4. Fees5. Personal Data6. Confidentiality7. Subconsultants8. Limitation of Liability9. Applicable Law10. Scope of Application11. Licence12. Intellectual Property Rights13. Limitation of Liability and Disclaimers14. Trial Period15. Payment and Pricing Terms16. Licence Term and Termination17. Dispute Resolution (Digital Products)18. Amendments to the Terms19. Virtual data rooms

Liljedahl Advisory AB

Effective as of 1 April 2026

Part I – Advisory Services

1. Introductory Provisions

These general terms and conditions apply to all services provided by Liljedahl Advisory AB (hereinafter "Liljedahl Advisory"). By engaging Liljedahl Advisory, these terms and conditions are deemed to have been accepted. Liljedahl Advisory conducts advisory services in the areas of law and mergers and acquisitions (M&A). As Liljedahl Advisory is not a member of the Swedish Bar Association (Sw: Advokatsamfundet), the specific rules applicable to members of the Swedish Bar Association do not apply.

2. The Engagement

Liljedahl Advisory's advice primarily concerns legal matters and is tailored to the circumstances of the individual case, including the information and instructions provided by the client. The advice is based on the legal situation at the time the advice is given. Unless otherwise agreed, Liljedahl Advisory does not undertake to update any advice provided in light of subsequent changes in the legal situation.

Liljedahl Advisory only provides advice regarding Swedish law. Liljedahl Advisory may accept engagements for clients outside of Sweden, but any comments regarding other jurisdictions should only be regarded as shared experiences and not as advice the client can rely upon.

Liljedahl Advisory's services do not include financial advice, tax advice, or assessments of potential tax consequences.

Liljedahl Advisory's advice never constitutes a guarantee of a particular outcome in a matter.

3. Commencement of Engagement and Anti-Money Laundering Rules

Under applicable law, Liljedahl Advisory must, before starting work, verify the identity and ownership structure of its clients. Liljedahl Advisory may therefore request identification documents for the persons involved in the matter and the natural persons who ultimately control a client that is a legal entity, as well as information and documentation regarding the source of relevant funds. To fulfil its obligation to confirm the information provided, Liljedahl Advisory may also need to obtain information from external sources.

Furthermore, Liljedahl Advisory is legally required to report suspicions of money laundering or terrorist financing to the Financial Intelligence Unit of the Swedish Police Authority and may not inform the client that such suspicions exist or that a report has been or may be made.

4. Fees

Liljedahl Advisory's fees are based on agreed levels and may consist of hourly billing or a fixed price. Stated fee amounts exclude value-added tax and similar taxes. Costs for travel and other expenses are charged separately.

Unless otherwise agreed, fees are invoiced monthly. Invoices must be paid within ten (10) days of the invoice date, unless otherwise specifically agreed.

If the client fails to pay on time, Liljedahl Advisory has the right to suspend work and/or terminate the engagement with immediate effect.

5. Personal Data

Liljedahl Advisory is the controller for processing in connection with an engagement where it determines the purposes and means. Processing in virtual data rooms is also subject to the clarification in section 19 and the Privacy Policy. Liljedahl Advisory may also collect information from private and public registers. The personal data is processed in connection with the preparation, administration, and performance of the engagement, for internal analysis for business development, and for market analysis. Liljedahl Advisory may also need to collect, store, process, and use personal data relating to your representatives and beneficial owners.

6. Confidentiality

Information you provide to Liljedahl Advisory and the advice given by Liljedahl Advisory are subject to confidentiality.

7. Subconsultants

Liljedahl Advisory has the right to engage subconsultants to carry out the engagement. Liljedahl Advisory is responsible for the work of subconsultants as for its own. Liljedahl Advisory shall ensure that subconsultants are bound by the same confidentiality and quality requirements as apply under this agreement.

8. Limitation of Liability

Liljedahl Advisory is liable for damage suffered by you as a result of error or negligence by Liljedahl Advisory in the performance of the engagement. Liljedahl Advisory's total liability for an engagement shall under no circumstances exceed the lower of (i) SEK 1,000,000 (one million) or (ii) the amount invoiced for the relevant engagement.

Liljedahl Advisory assumes no liability to third parties due to your use of documents or advice received from Liljedahl Advisory. Nor shall Liljedahl Advisory be held liable for damage suffered by you directly or indirectly as a result of Liljedahl Advisory complying with statutory obligations (including those described above).

Claims arising from advice provided by Liljedahl Advisory must be made as soon as you become aware of the circumstances on which the claim is based. Such claims must not be made later than three (3) months after the later of the following: (a) the date of the last invoice issued for the engagement to which the claim relates, and (b) the day on which the relevant circumstances became known to you or could have become known to you upon reasonable investigation.

9. Applicable Law

This agreement between the client and Liljedahl Advisory concerning the engagement shall be governed by Swedish law.

Part II – Software Licences and Digital Products (Liljedahl Legal Tech)

10. Scope of Application

Part II governs the purchase, licensing and use of digital products and software provided under the Liljedahl Legal Tech brand (hereinafter the "Apps"). Liljedahl Advisory AB is the seller and licensor.

In the event of a conflict between Part II and Part I, Part II shall prevail with respect to the Apps. Part I's provisions on personal data, confidentiality, applicable law and dispute resolution shall also apply to the Apps unless otherwise stated below.

Part II applies to both individuals and legal entities, regardless of where the buyer is established or resident. By purchasing, activating or using an App, the user accepts these terms in their entirety.

11. Licence

11.1 Grant of Licence

Liljedahl Advisory AB grants the user a non-exclusive, non-transferable, personal licence to use the relevant App for a period of twelve (12) months from the activation date (hereinafter the "Licence Period"). The licence does not confer any right to source code, internal algorithms or underlying technical documentation.

11.2 Scope of the Licence

The licence relates solely to the specific App and version specified at the time of purchase. The licence applies for the number of users or installations stated in the order confirmation. The right to use the App expires automatically at the end of the Licence Period, unless a renewed licence is entered into.

11.3 Renewal

The licence does not renew automatically. For continued use after the end of the Licence Period, the user must enter into a new licence at the price applicable at the time. Liljedahl Advisory AB reserves the right to change prices and terms for each new licence period.

11.4 Restrictions

The user may not:

  • assign, sublicense, rent out or otherwise transfer the licence or the right to use the App to a third party
  • copy, reproduce or distribute the App or parts thereof, beyond what is expressly permitted under this licence
  • use the App to provide services to third parties for commercial purposes without the written consent of Liljedahl Advisory AB
  • remove, conceal or alter copyright notices, trademarks or other identifying information in the App

12. Intellectual Property Rights

12.1 Ownership

All intellectual property rights attributable to the Apps – including but not limited to source code, compiled code, algorithms, design, graphics, user interfaces, databases, documentation and the Liljedahl Legal Tech trademark – belong exclusively to Liljedahl Advisory AB or its licensors. Nothing in this agreement shall be construed as a transfer of intellectual property rights to the user.

12.2 Prohibition of Reverse Engineering

It is strictly prohibited to decompile, disassemble, reconstruct, alter, modify or otherwise examine the App's source code, structure, logic or underlying functionality, regardless of purpose (hereinafter "reverse engineering"). The prohibition also applies to indirect reverse engineering via third-party tools, scripts or automated methods.

Infringement of this provision may constitute a violation of the Swedish Copyright Act (1960:729) and the Swedish Trade Secrets Act (2018:558) and may result in liability for damages as well as criminal sanctions.

12.3 User Data

Liljedahl Advisory AB does not claim ownership of data entered by the user into the Apps. The user is responsible for ensuring that they have the right to use and process such data and that the processing complies with applicable data protection legislation.

13. Limitation of Liability and Disclaimers

13.1 No Guarantee of Functionality

The Apps are provided "as is" and "as available". Liljedahl Advisory AB makes no warranties, whether express or implied, regarding the App's functionality, availability, reliability, suitability for a particular purpose or freedom from errors.

13.2 No Guarantee of Output Accuracy

Output, analyses, recommendations and other results generated by the Apps are informational in nature and do not constitute legal, financial, tax or other professional advice. Liljedahl Advisory AB does not guarantee that such output is accurate, complete, current or suitable for the user's specific situation.

The user is independently responsible for reviewing, validating and making decisions based on output from the Apps. Advisory services under Part I are separate from the Apps and require a separate engagement agreement.

13.3 Limitation of Liability

Liljedahl Advisory AB shall not be liable for direct or indirect damage, lost profits, data loss, operational disruption or other financial loss arising from or in connection with:

  • use of or inability to use the Apps
  • errors, deficiencies or interruptions in the App's functionality
  • reliance on output generated by the Apps
  • unauthorised access to or alteration of the user's data
  • the App's interaction with third-party systems, software or services

Liljedahl Advisory AB's aggregate liability under Part II shall under no circumstances exceed the lower of (i) SEK 5,000 or (ii) the amount actually paid by the user for the relevant licence during the twelve (12) months preceding the damage event.

The limitation of liability applies to the extent permitted by applicable mandatory legislation. Consumers covered by the Swedish Consumer Sales Act (2022:260) or other mandatory consumer protection legislation may have rights that cannot be limited by agreement.

13.4 Force Majeure

Liljedahl Advisory AB shall not be liable for delays or failure to perform obligations caused by circumstances beyond the company's control, including but not limited to service disruptions at third-party providers, cyber attacks, legislative changes or other force majeure events.

14. Trial Period

Where Liljedahl Advisory AB offers a free trial period, all terms of Part II, including limitations of liability and intellectual property rights, shall apply in full during the trial period. Liljedahl Advisory AB reserves the right to terminate the trial period or restrict access to features without prior notice.

15. Payment and Pricing Terms

Payment for the licence shall be made in advance at the price stated at the time of purchase. Stated prices exclude value-added tax and similar taxes unless otherwise indicated. Payment terms are set out in the order confirmation or invoice. In the event of late payment, Liljedahl Advisory AB is entitled to immediately deactivate access to the App.

16. Licence Term and Termination

The licence expires automatically at the end of the Licence Period unless renewed. Liljedahl Advisory AB is entitled to terminate the licence with immediate effect if the user breaches any term of Part II, in particular the provisions on intellectual property rights and the prohibition of reverse engineering. In the event of termination due to the user's breach of contract, no refund of the licence fee paid shall be made.

17. Dispute Resolution (Digital Products)

Disputes arising from Part II shall in the first instance be resolved through negotiation. If negotiation does not lead to a resolution, the dispute shall be settled by a court of general jurisdiction with the Stockholm District Court as the court of first instance, unless mandatory consumer protection rules provide otherwise.

Consumers have the right to refer matters to the Swedish National Board for Consumer Disputes (ARN) for alternative dispute resolution, as well as to the European Commission's Online Dispute Resolution (ODR) platform for disputes concerning online purchases.

18. Amendments to the Terms

Liljedahl Advisory AB reserves the right to amend Part II. Amendments will be communicated by email or at liljedahladvisory.com with at least thirty (30) days' notice. Continued use of the App after the effective date constitutes acceptance of the amended terms. If the user does not accept amendments, they are entitled to terminate the licence, in which case a pro rata refund may be made at Liljedahl Advisory AB's reasonable discretion.

Liljedahl Advisory AB | www.liljedahladvisory.com

Part III – Virtual data rooms

19. Virtual data rooms

Supplement effective from 15 October 2026.

Where a data room is provided as part of an advisory engagement, it forms part of that engagement and is governed by Part I and any project-specific agreement. The data room is not an App under Part II. An invitation does not mean that a reviewer purchases a software licence or becomes a client of Liljedahl Advisory. Reviewers are subject to the entry terms displayed in the data room.

The client determines which recipients may access which materials and is responsible for ensuring that supplied materials and instructions may lawfully be used for the intended purpose. Liljedahl Advisory is responsible for the agreed service and its own actions under the engagement. Providing the data room does not guarantee the accuracy or completeness of materials supplied by others.

Personal sign-in details must not be shared. Reviewers may only use materials for the intended project and within their assigned permissions. The entry terms do not replace a separate confidentiality agreement or transaction agreement and do not determine which materials are deemed disclosed under such an agreement.

The project period, administrators, recipients and arrangements for the final copy, archiving and erasure are determined within the engagement. A final copy intended to form part of the transaction agreement must identify the relevant time and selection of materials and versions. The administrator's full-room export may contain unpublished materials and older versions and must therefore be checked before release.

Access may be temporarily restricted for necessary maintenance, incident handling or protection against unauthorised use. Any specific availability or recovery commitments must be agreed for the engagement. These terms contain no specific promise of uninterrupted service or a particular recovery time.

Controller and processor roles are assessed for each processing activity based on who actually determines its purposes and means. Liljedahl Advisory is responsible for its own account and security processing and independent advisory processing. Processing solely on the client's behalf is subject to the client's documented instructions and the contractual arrangements required by applicable data protection law. Further information is provided in the Privacy Policy.

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