TERMS AND CONDITIONS

Terms and Conditions

I. Delivery time
1. The delivery period begins with the dispatch of the order confirmation, but not before the provision of the Purchaser, if necessary, documents, permits, approvals and receipt of an agreed deposit.
2. The delivery deadline is met if, before its expiration, the dispatch has been notified or the goods have left the production .
3. The delivery period shall be extended accordingly in case of labor disputes, strikes and lockouts, and unforeseen circumstances that are beyond our control, such as breakdowns, delays in the delivery of essential materials, such difficulties can be proved on the delivery of the object of have considerable influence. This also applies if these circumstances occur at subcontractors . The delivery period shall be extended by the duration of such measures and obstacles. The above circumstances are also not our responsibility when they occur during an already existing delay. From our beginning and end of such hindrances shall be communicated in important cases the customer.
4. Partial deliveries are permitted within the delivery times specified by us, as far as disadvantages for the use does not result from it. Delivery of goods is always a indeterminately obligation including the right of the seller to chose a appropriate commercial quality.
II. Scope of Supply
1. The delivery and supply will be determined by our written order confirmation.
2. Structural or design changes that are attributable to the improvement in technology and demands of the legislature, during the delivery time without notice, are allowed ,provided that the delivered item is not significantly changed and the changes are reasonable for the customer.
3. In the eventually case the company is not able to successfully provide the agreed service and/ or products only 50% of the contracted value is due for payment by the customer.
III. Cancellation costs
In case of the Purchaser shall step back unjustified from a placed order, we have, without prejudice, the possibility to claim actual damages, and to require 50% of the sales price for loss of profit.
IV Packing and Shipping
Packaging shall become the property of the customer and shall be charged by us. Postage and packing charges will be billed separately. The choice of shipping is at our discretion.
V. Acceptance and Transfer of Risk
1. The buyer is obliged to accept the delivery item. Unless otherwise agreed (delivery by us) the transfer takes place at the registered seat of the company. The buyer is obliged to accept the delivery item within seven days of receipt of notification of availability or other notification of the completion of the handover.
2. If the purchaser felt with the adoption of the purchased item more than seven days from receipt of the notification of availability intent or gross negligence in arrears, we are entitled to withdraw from the contract or claim damages for non-performance by granting an extension for a further seven days. The setting of a grace period is not required if the customer acceptance seriously and finally refuses or is obviously not capable within the time for payment of the purchase price in the registry.
3. The danger would be transferred with the acceptance of the delivery item to the customer. If the customer declares that he will not accept the delivery item, the risk of accidental loss or accidental deterioration of the delivery item at the time of the refusal to the purchaser about.
VI. Price changes
Price changes are permitted, if the period between conclusion of the contract and the agreed delivery is more than six months after increasing up to the completion of the delivery wages, material costs or market cost price, we are entitled to increase the purchasing price according to the increase in costs. If the customer is a merchant, a legal entity under public law, price changes according to the above rule are permitted if it’s passed more than 52 weeks between the contract and the agreed delivery date.
VII. Warranty
1 Natural wear and tear is excluded from the warranty in any case.
2 Moreover, the liability is totally excluded except the contractually concluded product specifications.
VIII. Retention of Title
1. We retain title to the delivered goods until full payment, including ancillary services, before.
2. In breach of contract, in particular default in payment, we are entitled to recover after a warning and the customer is obliged to surrender the products or services or generated data.
3. The assertion of the title and the seizure of the goods supplied by us shall not ride back as the contract if this is not expressly stated in writing by us.
4. When used for merchants, a legal entity under public law also applies: The purchaser is entitled to delivery items to sell in the ordinary course of business; assigns to us all claims in the amount of between us and the customer agreed purchase price (including VAT) incurred by the buyer from the resale, regardless of whether the delivered items to be resold without or after processing. To collect this receivable, the buyer is entitled to their assignment. Our authority to collect the claims ourselves remains unaffected; however, we undertake not to collect the claims as long as the customer meets his payment obligations and is not in default of payment. If this is the case, we may require that the purchaser of the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents and informs the debtors (third parties) of the assignment.
5. The processing or transformation of the goods by the customer is always done for us. If the delivered goods are processed with other objects not belonging to us, we acquire co-ownership of the new item in proportion to the value of the delivered goods to the other processed items at the time of processing, as long as the goods are not fully paid.
6. If the delivered goods are inseparably mixed with other items not belonging to us, we shall acquire title to the new item in proportion to the value of the delivered goods to the other processed items. The Buyer shall store the co-ownership for us.
7. The customer may neither pledge the delivered goods, even by way of security. Of seizures, seizure or other third party, the Buyer must notify us immediately and provide us with all information and documents that are required to protect our rights. Enforcement officers and third parties are made aware of our property.
8. We agree that the said securities to release any requested by the customer, as the value of their secured claims to the extent they are not settled, by more than 20%.
Liability as a tort Claims for damages in tort are excluded, unless the damage was caused intentionally or by gross negligence. This does not apply to our acts and vicarious agents.
IX. Terms of payment
1 .The purchase price and charges for ancillary services are due no later than upon 7 days after the issuing date of our order confirmation. Transfers must be credited at the time of delivery/performance irrevocable. As proof, we recognize only the irrevocable receipt recorded on the Company's account.
2. Checks and bills of exchange shall only deemed as payment after redemption. The exchange receipt always requires a prior written agreement with us. If bills of exchange, the bank discount and collection charges are calculated. They are to be paid immediately in cash or bank transactions.
3. We charge interest at 12 % per annum according to the base rate.
4. If the customer is a merchant, a legal entity under public law , the withholding of payments is due immediately. Withholding of it due to any counterclaims not recognized by us is not permitted, nor that any offsetting.
5. The purchaser must pay the full purchase price within 7 working days – if not otherwise indicated- of receipt of our order confirmation / invoice, in this case the irrevocable receipt posted on the Company's account is authoritative. After this period, the Company has the right to refuse the order given and the material to be disposed of otherwise. Section V, paragraph 2 remains unaffected. Services must been paid 50% before and 59% at the day of the submission of the results.
6. For sale to a country outside the EU/UK, a VAT deposit shall to be deposited by the customer. The amount depends on the VAT rate applicable in the respective country of delivery. The deposit will be retained by us until the receipt of copy of customs documents. The copy must be provided with an original stamp of the place of crossing the border. In case of doubt as to the authenticity of the document, we reserve the disbursement of the deposit. A settlement with other claims by us is allowed. The deposit paid will be paid by us solely on the account of the client after conducting AML proceedings.
X. Place of performance and jurisdiction
1. Place of performance is the registered office of our company.
2. For all disputes arising from the contractual relationship is when the customer is a merchant, a legal entity under public law, to bring the action before the court, which is responsible for our headquarters. We are also entitled to sue at the headquarters of the customer.
3. It is concluded that only the law in the country of our headquarters under the exclusion of the law on the international sale of goods is valid , even if the customer has its registered office abroad.
XI. Other
1. Transfer of rights and obligations of the Purchaser under the contract concluded with us to require our written consent.
2. Should a provision be invalid, the validity of the other provisions shall remain unaffected.
3. Pro forma invoices are not binding and merely information about the terms of payment and settlement arrangements.
4. The company remains the owner of the generated material for R&D projects conducted in our facilities. Customers have no rights to resell the products generated by the company with out its written allowance.
5. The company and its customers have the rights to announce their collaboration to the public, in writing and to electronically submit to online based publication channels.
6. All material generated by the company is only allowed to be used for in vitro purposes, any graft or transplantation requires the written and explicit allowance of the company