Filed by Automated Filing Services Inc. (604) 609-0244 - Bark Group Inc. - Exhibit 10.12






EXHIBIT 10.12

	Danske 	Bank
    


 

CREDIT FACILITY CONTRACT 
floating interest – business

Borrower’s copy

Credit facility type: Business account 
Account:
XXXXX

	 	 	 	 
	Lender 	Danske Bank A/S 	  	  
	 	 	 	 
	  	  	  	  	  
	Borrower 	Bark Property ApS 	Customer number:
      0030898141 
	  	Trommesalen 5, 4. 	  	  
	  	1614 Copenhagen V 	  	  
	  	Denmark 	  	  
	  	  	  	  	  
		If there is more than one borrower,
      the terms and conditions of the contract shall apply to each borrower.
  
	  	  	  	  	  
	 	 	 	 	 
	Credit line 	Credit line 	
      DKK 
	21,900,000.00 
	 	 	
       
	 
	  	  	  	
      
	  
	Establishment costs 	Establishment costs 	
      
	  
	  	  	Commitment fee 	
      DKK 
	7,000.00 
	  	  	Loan transaction fee 	
      DKK 
	  
	  	  	Registration fee 	
      DKK 
	  
	  	  	  	
      DKK 
	  
	  	  	  	
      DKK 
	  
	  	  	  	
      
	  
	  	Total establishment costs to
      be debited to the account 	
      DKK
	7,000.00 
	  	  	  	
      
	  
	 	 	 	 	 
	Contents of the credit 	This credit facility contract
      consists of: 
	facility contract 	•	Part 1 Individual terms and
      conditions 
	  	•	Part 2 The bank’s General Terms and
      Conditions of Business. 
	  	  	  	  	  
	  	  	  	  	  
	Part 1 Individual terms and
      conditions 	  	  
	  	  	  	  	  
	  	  	  	  	  
	Repayment and duration of the credit 	[ ] 	
      The credit facility shall be subject to renegotiation
      every year when the financial statements/annual report/annual statement
      from the Danish tax authorities are/is available. 

	  	  	
      
	
      
	
      

		[ ] 	
      The credit line shall be reduced by DKK on the last
      business day of every month, the first reduction being 

	  	  	
      
	
      
	
      

	  	[ ]	
      The credit facility shall subsist for the time being.
    

	  	  	
      
	
      
	
      

		[x] 	
      The credit facility shall be discharged by the proceeds
      of mortage loan and new foreign currency loan no later than 31 December
      2007. 

	  	  	  	  	  
	  	The debt shall not exceed the current
      line of credit. 







	Interest, commission 
and fee 	
      Lending rate of interest The borrower shall pay a
      floating interest rate on the borrowings under the credit facility,
      equivalent to Danske BID for DKK with a variable addition fixed by the
      bank, currently 1.5000 percentage point. 



As at 1 October 2007 Danske BID for
DKK is 4.6000 percent p.a. Danske BID is floating and is fixed by the bank on
every business day with effect as from the same date.

The current rate of interest is 6.1000
per cent p.a.

Overdraft interest

The borrower shall pay a separate
interest rate (authorised overdraft interest) on any authorised overdraft.
Authorised overdraft interest shall be calculated on the utilised part of the
authorised overdraft.

If the credit line is overdrawn
without prior agreement with the bank, or if the utilisation of the credit
facility contravenes any agreements entered into, the borrower shall pay
separate overdraft interest on such overdraft. 

Overdraft interest shall be payable
from the first day that the credit facility is overdrawn.

Deposit rate of interest

The bank shall pay a floating interest
rate on any account balance. The current interest is 0 per cent p.a. on
deposits.

Commission

The borrower shall pay a variable
commission on the credit line as fixed by the bank.

The current rate of commission is 0
per cent p.a.

Fee

The bank shall be entitled to charge a
fee in connection with the ongoing administration of the credit facility.

Addition of interest and
commission

Lending and deposit interest as well
as commission shall be added to the credit facility four times a year by the
bank. Interest and commission shall be calculated in arrears on 31 March, 30
June, 30 September and 31 December and added on the last business day of the
above-mentioned months. The first addition of interest shall take place at the
end of this quarter.

The bank shall only add interest in
March, June and September if the lending rate of interest – after offsetting the
deposit interest – is higher than or equal to the minimum amount specified in
the bank’s brochure on the calculation of interest etc. Interest, which is
therefore not added, shall be carried forward by the bank and 




added in the following quarter,
however, not later than on the last business day in December.

Changes

The deposit rate of interest shall be
changed in accordance with any changes to Danske BID.

The bank may change the floating
interest rate supplement/deduction in accordance with its General Terms and
Conditions of Business.

The bank may change the floating
commission rates in accordance with its General Terms and Conditions of
Business.

Bank statement

Unless otherwise agreed, the bank
shall send a bank statement after each addition of interest to the account. If
desired, the bank may send several bank statements against payment.

	 	 
	Duty to disclose 	
      In the event of a change of address, the borrower shall
      inform the bank of such change of address. 

	information to the 	
      

	bank 	
      The borrower shall be under an obligation to inform the
      bank of its financial affairs if requested to do so by the bank. This
      shall apply even if the bank has requested no such information when the
      loan was granted. 

	  	
      

		
      As such, the bank shall be entitled to demand disclosure
      of all accounting, budgetary and auditing information, including any
      long-form audit reports, which the bank may deem necessary in order to
      shed light on the borrower’s financial affairs. For companies, such
      information could be an audited annual report with specifications as well
      as budgets, and for other business borrowers, including owner-managed
      businesses, financial statements with a statement of income and assets.
      

	  	
      

		
      Furthermore, the bank may demand information about the
      owner’s/principal shareholder’s personal finances, such as income tax
      returns, annual statements from the Danish tax authorities and budgets.
      

	  	
      

	 	
       

	Information to third- party
      mortgagor/guarantor 	
      The bank may inform any third-party mortgagors/guarantors
      of the balance of the facilities secured by a mortgage or a guarantee.
    

	  	
      

	 	
       

	Insurance premium on pledged assets 	
      If the bank has a pledge on a car, boat and other
      chattels or real property and the pledged asset includes loss insurance
      and/or fire insurance, the borrower shall pay the premium fixed by the
      insurance company from time to time. 

	  	
      

	  	
      

	  	
      If security has been furnished by a third party, the
      borrower shall pay the insurance premium if it is not paid by such
      third party. 

	 







	 	 
	Calling-in 	
      The borrower may terminate the credit facility contract
      and repay the outstanding debt, in full or in part, to the bank at any
      time. 

	  	
       

	  	
       

		
      Notwithstanding any repayment provisions, the bank may
      call in the loan at any time without notice. 

	  	
       

	  	
       

	Breach of contract 	
      The borrowings under the credit facility shall be repaid
      immediately, if: 

	and other events of 	
       

	default 	
      •
      any amount under this credit facility contract is not paid when due
      








	
       
	
       •
	
      the borrower or guarantor 

	
      

      

      

      
	
      

      

      

      
	
      •
	
      becomes the subject of execution or attachment, suspends
      payments, becomes subject to insolvency proceedings, commences
      negotiations on debt restructuring or composition, including asking the
      bank or another creditor for voluntary composition 

	
      

      

      
	
      

      

      
	
      •
	
      takes up residence outside Denmark and prior to the move
      fails to make an agreement with the bank about how the borrowings under
      the credit facility should be repaid 

	
       
	
       
	
      •
	
      dies 

	
      

      
	
      

      
	
      •
	
      discontinues its operations through a merger with another
      company or a demerger 

	
      

      

      

      

      
	
      •
	
      the value of security that the borrower or a third party
      has furnished in the form of shares, bonds, currency, mortgages or other
      price-sensitive securities, or in financial assets, is reduced
      significantly, and no additional security is furnished which is
      satisfactory to the bank within 14 days of the bank having requested such
      security 

	
      

      

      

      
	
      •
	
      insurance taken out on pledged items is not maintained,
      and if the pledgor does not, within 8 days of the bank having issued a
      written request for remedial action to be taken, produce a receipt proving
      that remedial action has been taken 

	
      

      
	
      •
	
      the bank estimates that there has been a significant
      negative change in the borrower’s or guarantor’s financial affairs
  

	
      
	
      •
	
      the borrower does not inform the bank of its financial
      affairs as provided above under ”Duty to disclose information to the bank”
      




	 	 	 
	Environmental affairs 	The borrower undertakes to comply
      with all environmental legislation in force from time to time and any
      environmental approvals that may apply to the borrower’s business. The
      borrower shall inform the bank of any changes in the environmental status
      of the borrower’s business. 
	  	 	  
	  	 	  
	  	 	  
	Special terms 	None 
	  	 	  
	Other terms and 	The following shall also apply to the
      credit facility contract: 
	conditions 	 	  
		
      •
	Part 2 The bank’s General Terms and Conditions
      of Business unless derogated from in Part 1. 
	  	 	  
	  	 	  
		The Terms and Conditions of Business
      contain, among other things, provisions on: 
	  	
      •
	Interest, commission and fee 
	  	
      •
	Offsetting 
	  	
      •
	The bank’s liability in damages.








	 	 
	Borrower’s signature 	
      By signing this credit facility contract, the borrower
      accepts that the bank may change its General Terms and Conditions of
      Business subject to the notice specified in the Terms and Conditions of
      Business. 

	
	  	
      
	 	
      

		
      By signing this document, the borrower declares to owe
      Danske Bank A/S the borrowings under the credit facility from time to time
      plus interest, commission 

	
      and any fees and costs. 
	 	
      

	  	
      
	 	
      

		
      If there is more than one borrower, the borrowers shall
      be jointly and severally liable. 

	  	
      
	 	
      

		
      At the same time, the borrower acknowledges receipt of a
      copy of the credit facility contract. 

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      Date 
	 	
      

	  	
      
	 	
      Date 

	  	
      
	 	
      

	  	
      /s/ Bent Helvang 
	 	
       /s/ Maria Brabrand

	  	
      
	 	
      

	  	
       
	 	
      PROJECT MANAGER MARIA BRABRAND

	  	
      Binding signature 
	 	
      Witness 

	  	
      Bark Property ApS 
	 	
      

	  	
      
	 	
      

	  	
      CHAIRMAN + CEO BENT HELVANG
	 	
      

	  	
      Date 
	 	
      Date 

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      
	 	
      

	  	
      Binding signature 
	 	
      Witness