Shareholders' Agreement

This Shareholders’ Agreement (the "Agreement") is entered into on Date (the "Effective Date").

1. Parties

Company

• Full legal name: Company name
• Entity type: Company type
• Registered address: Address
• CVR No.: CVR

Shareholders

• The shareholders listed in Schedule 1 (each a "Shareholder" and together the "Shareholders")

The Company and the Shareholders are each a "Party" and together the "Parties".

2. Purpose

2.1 Relationship

This Agreement governs the relationship between the Shareholders and the Company.

2.2 Articles Alignment

In case of conflict between this Agreement and the Company’s Articles of Association, the Parties shall take necessary steps to align the Articles with this Agreement.

2.3 Status of this Agreement vis-à-vis the Company and Third Parties

This Agreement is a contractual arrangement between the Parties. It does not amend, supersede, or override the Company's Articles of Association, and it does not, in itself, bind the Company's corporate organs (including the general meeting and the board of directors) to act, or refrain from acting, in any particular way. As between the Company and third parties, including for the purposes of determining the validity of resolutions passed at a general meeting or by the board of directors and the registration of Shareholders in the Company's register of shareholders, the Articles of Association and applicable law shall prevail. A resolution passed, or action taken, by the general meeting or the board of directors in breach of this Agreement but in accordance with the Articles of Association and applicable mandatory law remains valid and binding on the Company and third parties, and shall not be capable of being set aside solely by reference to this Agreement. Any remedy for such a breach shall be available solely as between the Shareholders on a contractual basis, including a claim for damages and, to the extent available under applicable law, specific performance or injunctive relief, and shall not affect the validity of the corporate action vis-à-vis the Company or third parties. The Parties shall, to the extent permitted by law, promptly propose, table, and vote in favor of any amendment to the Articles of Association that is reasonably necessary to give effect to any provision of this Agreement that is intended to bind the Company or its corporate organs.

3. Share Capital and Ownership

3.1 Ownership

The share capital of the Company is divided as set out in Schedule 1.

3.2 New Shares

No new shares may be issued without approval in accordance with Section 4.2. In addition, no subscription for new shares shall be valid or registered unless the subscriber has, prior to or concurrently with the issuance, executed a deed of accession in accordance with Section 6.4.

4. Governance

4.1 Management

The Company shall be managed by a board of directors and/or executive management in accordance with applicable law.