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6. Terms and Conditions
6.1 General Terms and Conditions
These General Terms of Sale (the “General Terms”) applies to all products sold by
Cellink AB and Cellink LLC (the “Products”), Cellink AB for European sales at Arvid
Wallgrens Backe 20, 413 46 Göteborg, Sweden and Cellink LLC for U.S sales at 2000
Kraft Dr, Suite 2125, Blacksburg, VA 24060 (“Cellink”).
The General Terms shall constitute an appendix to a purchase agreement, supply
agreement, order confirmation or other agreements of a similar nature, which together
constitutes the Parties agreement (the “Agreement”).
The purchaser of products from Cellink is hereinafter referred to as the “Buyer”, and
“Party” means Cellink or the Buyer and “Parties” means Cellink and the Buyer together.
In the event that the General Terms contradict the Buyer’s general terms and conditions
of purchase, Cellink’s General Terms shall prevail.
E-mail shall be considered sufficient wherever “written” is used in these General Terms.
1. ORDERS ANS SUPPLY ETC.
The Buyer shall order the Products in writing from Cellink. No order is binding until Cellink
has confirmed an order. Cellink will state the price and estimated delivery time in such
confirmation. Notwithstanding the provisions in the Buyer’s order, each contract of sale shall
be subject to these General Terms.
The Buyer is aware and acknowledges that the Buyer’s delivery capacity varies depending on,
inter alia, the general market conditions. As soon as Cellink has reason to assume that a delay
in the agreed delivery could occur, Cellink shall notify the Buyer thereof and shall in such case
be entitled to reasonable prolongation of the delivery date of up to twenty (20) business days.
Notwithstanding the foregoing, Cellink shall always endeavour to maintain a delivery capacity
that enables Cellink to deliver the Products in accordance with accepted orders.
2. PAYMENT
The Buyer shall purchase the Products at the prices set out in Cellink’s price list applicable at
the time when Cellink has received each respective order. Cellink has the right to change the
price list at any time.
Unless otherwise agreed in writing, the Buyer shall pay for all Products no later than thirty (30)
days from the date of Cellink’s invoice. When purchasing the Products marked with “advance
payment” the Buyer shall pay 50 % of the purchase price in advance, in accordance with
Cellink’s invoice.
The Buyer has no right to offset. The Buyer shall not have the right to withhold payments to
Cellink or reduce the amount of payments owed to Cellink under this Agreement for fees,
claims, damages, expenses or other amounts owed, or alleged to be owed, to Buyer from
Cellink under this Agreement or any other agreement.
In the event that the Buyer at any time should fail to make payment in full on the due date
Cellink shall be entitled to claim interest on the sum overdue until payment is made at the rate
equivalent to the reference rate of interest (as determined by the Central Bank of Sweden)
plus eight percentage points per annum. Title to the Products shall remain with Cellink until
fully paid by the Buyer in accordance with this section.