Cellink BIO X - Page 60

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6.1.12 Limitaon of liability
Save for what follows from secon 11, CELLINK’s aggregate liability in relaon to any claim of any
kind for any loss or damage arising out of, connected with, or resulng from the Agreement or from
the design, manufacture, sale, delivery, resale or use of the Products or any part thereof, as the case
may be, shall be limited to the refund of the purchase price of the Products with respect to which
the loss, damage or breach occurred.
In no event shall CELLINK be liable towards the Buyer for any loss of producon or prot, loss of use,
loss of data, loss of contracts or for any other consequenal, economic or indirect loss whatsoever
in respect of the sale, purchase, use or disposion of the Product.
The limitaon of CELLINK’s liability in this secon shall not apply where CELLINK has been guilty of
negligence.
6.1.13 Force majeure
The Pares shall be relieved from liability for a failure to perform any obligaon under the Agreement
during such period, and to the extent that the due performance thereof by either of the Pares
is prevented by reason of any circumstance beyond the control of the Pares (“Discharging
Circumstance”). If not otherwise shown, war, warlike hoslies, mobilisaon, or general military
call-up, civil war, re, ood, or other circumstances of similar importance, shall be considered as
Discharging Circumstances.
If a Party wishes to invoke a Discharging Circumstance, it shall give immediate noce to the other
Party of the commencement and the cessaon of such Discharging Circumstance, failing which, the
Party shall not be discharged from liability for any non-performance caused by such Discharging
Circumstance.
The me for performance of the relevant obligaons of a Party shall be appropriately extended by the
period during which a Discharging Circumstance connues, provided, however, that if performance
of a contractual obligaon is prevented by a Discharging Circumstance for a period of six (6) months
or more, each Party shall be entled to terminate the Agreement.
6.1.14 Condenality
The Pares hereby undertake, during the term of this Agreement and thereaer, to hold in condence
and absolute secrecy any and all Condenal Informaon (as dened below), disclosed by the other
Party pursuant to this Agreement and not to disclose to third pares any Condenal Informaon
received. Furthermore, the Pares shall take reasonable steps to prevent an unauthorised disclosure
or use of such Condenal Informaon by employees, subagents or other intermediaries.
For the purpose of this Agreement, “Condenal Informaon” means any and all informaon (whether
in wrien or oral form), including but not limited to technical, praccal, commercial informaon and
the contents of this Agreement, save as provided under (a) – (d) below:
(a) informaon which is known or which becomes known in full
detail to the public otherwise than by breach of the obligaons
herein contained;
(b) informaon which the disclosing Party can show was in its
possession before receiving it from the other Party;
(c) informaon which a Party has received or receives from a third
party without restraints as to the disclosure thereof;
(d) informaon which a Party is legally obliged to disclose by
compulsory law, court order or by order of another authority of
competent jurisdicon.