Commercial 
General Terms & Conditions 

1.1.  These general conditions of sale (the “General Conditions”) shall apply to the sale and supply of products (the “Products”) by ISE S.r.l. (hereinafter “ISE”) to the customer (the “Purchaser”). ISE and the Purchaser shall be hereinafter jointly referred to as the “Parties” and each of them as a “Party”.1.2.  Unless otherwise agreed in writing, by entering into any sale or supply agreement with ISE, the Purchaser accepts the General Conditions hereof.1.3.  The Order sent by the Purchaser and accepted by ISE (the “Order”), any special conditions agreed upon in writing by the Parties (the “Special Conditions”) and the General Conditions shall constitute the entire agreement between the Parties (the “Agreement”).1.4.  In case of discrepancy or conflict between the provisions set forth in the Order and those set forth in the Special Conditions or in the General Conditions, the provisions set forth in the Order shall prevail. In case of discrepancy or conflict between the provisions set forth in the Special Conditions and those set forth in the General Conditions, the provisions set forth in the Special Conditions shall prevail.

2.1.  The Agreement shall be deemed to have been entered into upon acceptance by ISE of the Order or upon I.S.E. performance of the Order, whichever is earlier.2.2.  Unless otherwise set forth in the Agreement, any Order of the Purchaser which ISE has not accepted within 15 (fifteen) days from its receipt, shall be deemed rejected. ISE is not bound to accept any Order.2.3.  Any offers or quotations made by ISE (the “Offers”) which the Purchaser has not accepted within 15 (fifteen) days from their receipt (or within the term indicated in the Offer, if any), shall be deemed null and void.2.4.  The offers made by agents and/or representatives of ISE are not binding on ISE until they have been accepted by ISE.2.5.  The delivery or publication of the General Conditions by ISE shall not be deemed a contractual offer nor implies acceptance of any offers or orders made by the Purchaser. Nonetheless, the General Conditions supersede and replace any general conditions previously proposed by either Parties.2.6.  Where an export or import license, a foreign exchange control authorisation or another similar authorisation is required for the performance of the Agreement, the Party responsible for obtaining the license or the authorisation shall act with due diligence to obtain it in due course. If the required license or authorisation cannot be obtained within 3 (three) months, either Party shall be entitled to terminate the Agreement by giving written notice thereof to the other Party, without any duty to indemnify the other Party (only restitution obligation shall apply).2.7.  The Purchaser shall place a minimum order quantity ‘MOQ’ of 5 (five) units per item number/code for reagents or kits related to ISE branded items.2.7.1.     For sample/trial orders of assays, the MOQ is three (3) kits per item number/code. For these orders the handling fee shall be waived.2.8.  Orders with a value lower than Euro 1.500,00 shall be charged with a handling fee of €225,00 (Euro 225,00). The value of this Order shall be calculated on the aggregate price of all Products included in such Order, excluding VAT, taxes, levies, duties, shipping, insurance and other costs for logistics.2.9.  Orders with a value lower than €5000 shall be paid fully in advance; no credit facility will be applicable nor granted. The value of this Order shall be calculated on the aggregate price of all Products included in such Order, excluding VAT, taxes, levies, duties, shipping, insurance and other costs for logistics.