Common use of Shipping; Risk of Loss Clause in Contracts

Shipping; Risk of Loss. 4.6.1 All Product(s) delivered by ThermoGenesis pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s sole discretion, in ThermoGenesis’ standard shipping cartons, marked for shipment to such location or locations as Distributor may designate, and delivered to Distributor or its carrier, EXW, ThermoGenesis’ Point of Shipment. Risk of loss of Product(s) shall pass to Distributor upon delivery to the carrier at the EXW Point of Shipment. 4.6.2 ThermoGenesis shall ship all Product(s) in accordance with Distributor’s delivery instructions specified in Distributor’s purchase orders; provided, however, that if Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts after delivery to the carrier EXW, ThermoGenesis’ Point of Shipment. 4.6.3 ThermoGenesis shall use its good faith efforts to ship the Product(s) within a reasonable amount of time after receipt and acceptance of Distributor’s purchase order for the Product(s), consistent with ThermoGenesis’ shipping procedures in place from time to time. All shipments of Product(s) shall be deemed to conform to the relevant purchase order unless ThermoGenesis receives from Distributor, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 All Product(s) delivered by ThermoGenesis THERMO pursuant to this Agreement shall be suitably packed for surface or air shipment, in DistributorGMH’s sole discretion, in ThermoGenesis’ THERMO’s standard shipping cartons, marked for shipment to such location or locations as Distributor GMH may designate, and delivered to Distributor GMH or its carrier, EXWFCA, ThermoGenesis’ THERMO’s Point of Shipment. Risk of loss of Product(s) shall pass to Distributor GMH upon delivery to the carrier at the EXW FCA Point of Shipment. GMH at its cost and in its capacity as distributor shall be responsible to ship the Products to the Territory from THERMO’s Point of Shipment, to clear customs for entry of the Product into the Territory, and to deliver the Products to the GMH Cord Blood Banks and other Customer facilities. 4.6.2 ThermoGenesis THERMO shall ship all Product(s) in accordance with DistributorGMH’s delivery instructions specified in DistributorGMH’s purchase orders; provided, however, that if Distributor GMH does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis THERMO may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by DistributorGMH. Distributor GMH shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts after delivery to the carrier EXWFOB, ThermoGenesis’ THERMO’s Point of Shipment. 4.6.3 ThermoGenesis THERMO shall use its good faith efforts to ship the Product(s) within a reasonable amount of time ten (10) business days, after receipt and acceptance of DistributorGMH’s purchase order for the Product(s), and consistent with ThermoGenesis’ THERMO’s shipping procedures in place from time to time; provided that GMH has timely provided the Product forecast required under Section 2.4 and that such orders are consistent with the Product forecast provided by GMH under Section 2.4. All shipments of Product(s) shall be deemed to conform to the relevant purchase order order, unless ThermoGenesis THERMO receives from DistributorGMH, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 3.6.1 All Product(s) Product delivered by ThermoGenesis THERMO pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s sole discretion, in ThermoGenesis’ standard a bulk shipping cartonscarton per the Customer Requirements (Exhibit I), marked for shipment to such location or locations as Distributor may designate, and delivered to Distributor or its carrier, EXWFCA, ThermoGenesis’ THERMO’s Point of Shipment. Risk of loss of Product(s) Product shall pass to Distributor upon delivery to the carrier at the EXW Point FCA point of Shipmentshipment. 4.6.2 ThermoGenesis 3.6.2 THERMO shall ship all Product(s) Product in accordance with Distributor’s delivery instructions specified in Distributor’s purchase orders; provided, however, that if Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis THERMO may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts Product after delivery to the carrier EXWFCA, ThermoGenesis’ THERMO’s Point of Shipment. 4.6.3 ThermoGenesis 3.6.3 THERMO shall use its good faith efforts to ship the Product(s) Products within a reasonable amount of time after receipt and acceptance of Distributor’s purchase order for the Product(s)Product, consistent with ThermoGenesis’ THERMO’s shipping procedures in place from time to time. All shipments of Product(s) Product shall be deemed to conform to the relevant purchase order unless ThermoGenesis THERMO receives from Distributor, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 (a) All Product(s) OEM Product delivered by ThermoGenesis TGC pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s MDT's sole discretion, in ThermoGenesis’ TGC's standard shipping cartons, marked for shipment to such location or locations as Distributor MDT may designate, and delivered to Distributor MDT or its carrier, EXWF.O.B., ThermoGenesis’ TGC Point of Shipment. Risk Title and risk of loss of Product(s) OEM Product shall pass to Distributor MDT upon delivery to the carrier at the EXW F.O.B., TGC Point of Shipment. 4.6.2 ThermoGenesis (b) TGC shall ship all Product(s) OEM Product in accordance with Distributor’s MDT's delivery instructions specified in Distributor’s MDT's purchase orders; provided, however, that if Distributor MDT does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis TGC may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by DistributorMDT. Distributor MDT shall also bear all applicable taxes and duties that may be assessed against the Product(s) OEM Product and parts after delivery to the carrier EXWF.O.B., ThermoGenesis’ TGC Point of Shipment. 4.6.3 ThermoGenesis (c) TGC shall use its good faith best efforts to ship the Product(s) within a reasonable amount of time after receipt and acceptance of Distributor’s OEM Product on or before the date reasonably specified in MDT's purchase order for the Product(s), OEM Product and consistent with ThermoGenesis’ TGC's shipping procedures in place from time procedures. TGC will provide MDT at least 30 days advance notice of any material changes to timeit shipping procedures. All shipments of Product(s) OEM Product shall be deemed to conform to the relevant purchase order with respect to quantity ordered unless ThermoGenesis TGC receives from DistributorMDT, no later than fifteen thirty (1530) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order. (d) TGC shall include in each shipment to MDT a certification that the lot has been inspected and tested pursuant to the agreed upon criteria, and that such lot meets the manufacturing specifications.

Shipping; Risk of Loss. 4.6.1 (1) All Product(s) the Products delivered by ThermoGenesis the Manufacturer pursuant to this Agreement shall be suitably packed for surface surface, ocean or air shipment, in the Distributor’s sole discretion, in ThermoGenesis’ the Manufacturer’s standard shipping cartons, marked for shipment to such location or locations as the Distributor may designate, and delivered to the Distributor or its carrier, EXWF.O.B., ThermoGenesis’ Manufacturer Point of Shipment. Risk Title and risk of loss of Product(s) the Products shall pass to the Distributor upon delivery to the carrier at the EXW F.O.B., Manufacturer Point of Shipment. 4.6.2 ThermoGenesis (2) The Manufacturer shall ship all Product(s) the Products in accordance with the Distributor’s delivery instructions specified in the Distributor’s purchase orders; provided, however, that if the Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis the Manufacturer may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by the Distributor. The Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) Products and parts after delivery to the carrier EXWF.O.B., ThermoGenesis’ Manufacturer Point of Shipment. 4.6.3 ThermoGenesis shall (3) The Manufacturer will use its good faith best efforts to ship the Product(s) within a reasonable amount of time after receipt and acceptance of Products on or before the date reasonably specified in the Distributor’s purchase order for the Product(s), Products and consistent with ThermoGenesis’ the Manufacturer’s shipping procedures in place from time to time. All shipments of Product(s) the Products shall be deemed to conform to the relevant purchase order with respect to quantity ordered unless ThermoGenesis the Manufacturer receives from the Distributor, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order. (4) The Distributor may reschedule, redirect or cancel delivery of the Products only upon written notice to the Manufacturer forty-five (45) days prior to delivery. However, if the Distributor cancels delivery of any Products within forty-five (45) days of scheduled shipment, the Distributor shall pay to the Manufacturer a restocking charge equal to twenty-five percent (25%) of the purchase price for such purchase order.

Shipping; Risk of Loss. 4.6.1 4.7.1 All Product(s) Product and parts delivered by ThermoGenesis THERMO pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s sole discretion, in ThermoGenesis’ THERMO’s standard shipping cartons, marked for shipment to such location or locations as Distributor may designate, and delivered to Distributor or its carrier, EXWFOB, ThermoGenesis’ THERMO’s Point of Shipment. Risk of loss of Product(s) Product and parts shall pass to Distributor upon delivery to the carrier at the EXW Point FOB point of Shipmentshipment. 4.6.2 ThermoGenesis 4.7.2 THERMO shall ship all Product(s) Product and parts in accordance with Distributor’s delivery instructions specified in Distributor’s purchase orders; provided, however, that if Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis THERMO may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) Product and parts after delivery to the carrier EXWFOB, ThermoGenesis’ THERMO’s Point of Shipment. 4.6.3 ThermoGenesis 4.7.3 THERMO shall use its good faith efforts to ship the Product(s) Products within a reasonable amount of time after receipt and acceptance of Distributor’s purchase order for the Product(s)Product, consistent with ThermoGenesis’ THERMO’s shipping procedures in place from time to time. All shipments of Product(s) Product and parts shall be deemed to conform to the relevant purchase order unless ThermoGenesis THERMO receives from Distributor, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 All Product(s) delivered by ThermoGenesis pursuant to this Agreement shall be suitably packed for surface or air shipment, in DistributorImmuneCyte’s sole discretion, in ThermoGenesis’ standard shipping cartons, marked for shipment to such location or locations as Distributor ImmuneCyte may designate, and delivered to Distributor ImmuneCyte or its carrier, EXW, ThermoGenesis’ Point of Shipment. Risk of loss of Product(s) shall pass to Distributor ImmuneCyte upon delivery to the carrier at the EXW Point of Shipment.. Rev. S. 6 4.6.2 ThermoGenesis shall ship all Product(s) in accordance with DistributorImmuneCyte’s delivery instructions specified in DistributorImmuneCyte’s purchase orders; provided, however, that if Distributor ImmuneCyte does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by DistributorImmuneCyte. Distributor ImmuneCyte shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts after delivery to the carrier EXW, ThermoGenesis’ Point of Shipment. 4.6.3 ThermoGenesis shall use its good faith efforts to ship the Product(s) within a reasonable amount of time after receipt and acceptance of DistributorImmuneCyte’s purchase order for the Product(s), consistent with ThermoGenesis’ shipping procedures in place from time to time. All shipments of Product(s) shall be deemed to conform to the relevant purchase order unless ThermoGenesis receives from DistributorImmuneCyte, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 (a) All Product(s) Products delivered by ThermoGenesis TGC pursuant to this Agreement shall be suitably packed for surface or air shipment, the designated carrier in Distributor’s sole discretion, in ThermoGenesis’ TGC's standard shipping cartons, marked for shipment to such location or locations as Distributor CFT may designate, and delivered to Distributor CFT or its carrier, EXWF.O.B., ThermoGenesis’ TGC Point of Shipment. Risk of loss of Product(s) for the Products shall pass to Distributor CFT upon delivery to the carrier at the EXW F.O.B., TGC Point of Shipment. 4.6.2 ThermoGenesis (b) TGC shall ship all Product(s) Products in accordance with Distributor’s CFT's delivery instructions specified in Distributor’s CFT's purchase orders; provided, however, that if Distributor CFT does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis TGC may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor CFT shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts Products after delivery to the carrier EXWF.O.B., ThermoGenesis’ TGC Point of Shipment. 4.6.3 ThermoGenesis (c) TGC shall use its good faith efforts to ship the Product(s) within a reasonable amount of time after receipt and acceptance of Distributor’s Products for delivery by the requested date on CFT's purchase order for the Product(s), consistent with ThermoGenesis’ shipping procedures in place from time to timeProducts. All shipments of Product(s) Products shall be deemed to conform to the relevant purchase order unless ThermoGenesis TGC receives from DistributorCFT, no later than fifteen thirty (1530) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order. If the quantity of Product delivered does not equal at least 75% of the binding six month forecast (referenced in item 2.2) as executed with valid purchase orders, then CFT shall have the right to obtain an alternative supply of Product, provided CFT pays TGC a running royalty of ^Removed pursuant to Rule 24b-2 under the Securities Exchange Act of 1934^ for each Clotalyst device during the remaining term of this Agreement.

Shipping; Risk of Loss. 4.6.1 All Product(s(i) Prior to the Transition Event, all Product delivered by ThermoGenesis Cytomedix pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s sole discretion, in ThermoGenesis’ standard a bulk shipping cartonscarton per the Customer requirements set forth in the applicable purchase order, marked for shipment to such location or locations as Distributor may designate, and delivered to Distributor or its carrier, EXWFCA, ThermoGenesis’ Cytomedix’s Point of Shipment. Risk of loss of Product(s) Product shall pass to Distributor upon delivery to the carrier at the EXW FCA Point of Shipment. 4.6.2 ThermoGenesis (ii) Cytomedix shall ship all Product(s) Product in accordance with Distributor’s delivery instructions specified in Distributor’s purchase orders; provided, however, that if Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis Cytomedix may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts Product after delivery to the carrier EXW, ThermoGenesis’ at the FCA Point of Shipment. 4.6.3 ThermoGenesis (iii) Cytomedix shall use its good faith efforts to ship the Product(s) Products within a reasonable amount of time after receipt and acceptance of Distributor’s purchase order for the Product(s)Product, consistent with ThermoGenesis’ Cytomedix’s shipping procedures in place from time to time. All shipments of Product(s) Product shall be deemed to conform to the relevant purchase order unless ThermoGenesis Cytomedix receives from Distributor, no later than fifteen (15) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order.

Shipping; Risk of Loss. 4.6.1 (a) All Product(s) Products delivered by ThermoGenesis THERMO pursuant to this Agreement shall be suitably packed for surface or air shipment, in Distributor’s 's sole discretion, in ThermoGenesis’ THERMO's standard shipping cartons, marked for shipment to such location or locations as Distributor may designate, and delivered to Distributor or its carrier, EXWF.O.B., ThermoGenesis’ THERMO's Point of Shipment. Risk of loss of Product(s) Products shall pass to Distributor upon delivery to the carrier at the EXW Point F.O.B. point of Shipmentshipment. All Products shipped by THERMO hereunder shall have affixed to it and bear its (or its OEM's) CE Mark in accorxxxxe with the Medical Device Directive which shall be in a visible, legible and indelible form on the Products or its sterile pack, and on the instructions for use. Where applicable, the CE Mark shall apxxxx on the sales packaging for the Products. 4.6.2 ThermoGenesis (b) THERMO shall ship all Product(s) Products in accordance with Distributor’s 's delivery instructions specified in Distributor’s 's purchase orders; providedPROVIDED, howeverHOWEVER, that if Distributor does not provide delivery instructions with respect to the carrier to be used, ThermoGenesis THERMO may use its customary carrier. Partial shipments are allowed. All freight, insurance and other shipping expenses, as well as any special packing expenses, shall be paid by Distributor. Distributor shall also bear all applicable taxes and duties that may be assessed against the Product(s) and parts Products after delivery to the carrier EXWF.O.B., ThermoGenesis’ THERMO's Point of Shipment. 4.6.3 ThermoGenesis (c) THERMO shall use its good faith commercial best efforts to ship deliver all Products ordered by Distributor in accordance with the Product(srequested delivery dates indicated in Distributor's purchase orders; PROVIDED, HOWEVER, that such purchase orders are submitted at least ninety (90) within a reasonable amount of time after receipt days prior to the requested delivery date. All orders for Products placed by Distributor shall be accorded at least equal priority and acceptance of Distributor’s purchase order for the Product(streatment with orders placed by other Persons (including, without limitation, THERMO's other distributors), consistent with ThermoGenesis’ shipping procedures in place from time to time. All shipments of Product(s) shall be deemed to conform to the relevant purchase order unless ThermoGenesis Pss THERMO receives from Distributor, no later than fifteen sixty (1560) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy between the shipment and the order. All freight charges shall be deemed correct unless THERMO receives from Distributor, no later than sixty (60) days after the receiving date of a given shipment, written notice specifying the shipment, the purchase order number and the exact nature of the discrepancy in the freight cost. THERMO shall issue an explanation of the charges or a credit to Distributor's account within thirty (30) days of receipt of any such written notice from Distributor.