These Terms and Conditions are valid as of June 11, 2024.
These general terms and conditions (the “Terms and Conditions”) shall apply to all provision of diagnostic services (the “Services”) by Wieslab AB (“Wieslab”) to a third-party customer (“Customer”). The Customer (or the party to whom the invoice or Report (as defined below) is to be sent) may not be a physical person. The Terms and Conditions are considered to be accepted upon order placement by a Customer with Wieslab. No other Terms and Conditions shall apply unless they have been expressly agreed upon in writing by Wieslab. Once accepted as set out above, the Terms and Conditions also apply without further written agreement to all future business operations between Wieslab and the Customer, unless otherwise agreed expressly in writing.
A binding order is placed by the Customer upon receipt of the Customer’s sample, and the corresponding request form by Wieslab (available at www.wieslab.com or with equivalent information). The request form must contain all information required for the clear identification of the patient and respective sample, the Customer, the invoice and Report recipient as well as the test(s) to be performed. Should the information be incomplete, Wieslab notifies the Customer within two (2) working days of sample receipt. Wieslab reserves the right to reject any sample(s) for analysis if the corresponding request form has not been completed clearly and correctly and in full. Should an superseded version of the request form been used by the customer to place the order, Wieslab reserves the right, at all times, to perform testing on the Customer’s samples in accordance with the most up-to-date version of the request form available at www.wieslab.com.
Any advice given by Wieslab on technical or scientific aspects of the Services and/or the Report, including choice of suitable tests and methods and interpretation of the Report, is given in good faith and to the best of Wieslab’s knowledge, but without any warranty on the part of Wieslab. Wieslab shall have no liability for any such advice.
The Customer is responsible for sample collection and for the handling, packaging, transport and delivery of sample(s) to Wieslab, as well as for the correct sample labeling, i.e. that the sample provided to Wieslab corresponds with the request form completed by the Customer. The Customer shall be responsible for following the instructions for sample collection, handling, packaging, transport, and delivery of samples which are set out at www.wieslab.com and/or in the relevant request form. If Wieslab determines that the submitted sample(s) will not yield valid data for any reason (including but not limited to sample preservation or improper sample containers), the sample(s) will not be accepted and Wieslab will notify the Customer.
The Customer must inform Wieslab of any hazard relating to samples submitted for analysis and is obligated to provide the appropriate documentation and packaging of such samples. Wieslab reserves the right to refuse to accept samples that are suspected of being hazardous. It is the responsibility of the Customer to label and meet all regulations on biological samples (including, but not limited to, samples that are hazardous). If Wieslab suspects that a sample is hazardous, Wieslab will contact the Customer and inform the Customer thereof. If the Customer so requests and Wieslab agrees thereto, Wieslab shall destroy the relevant sample at the Customer’s cost and risk. However, irrespective of any instruction to Wieslab to destroy a sample, Wieslab may always return a sample that is suspected of being hazardous to the Customer, at the Customer’s cost and risk, for proper disposal.
The performance of the Services results in one (or more) Report, which includes the test results (the “Report”), which is provided by Wieslab to the Customer. If several samples are submitted or several tests were requested on one sample, Wieslab reserves the right to provide partial Reports in respect of such samples/tests. Wieslab will make commercially reasonable efforts to provide the Services (and deliver the related Report(s) to the Customer) within the time period stated on www.wieslab.com or the relevant request form. However, unless otherwise agreed between the parties, the Customer acknowledges that such time periods are indicative only. Delivery of the Report is made by standard mail or electronically. The recipient of the Report is responsible for keeping it confidential and if such recipient is another entity than the Customer (as directed by the Customer), the Customer shall be responsible for the recipient observing such confidentiality obligations.
If Wieslab cannot provide the service requested by the Customer due to unforeseeable circumstances (including but not limited to business disruption, delay in kit/reagent delivery, shipment problems or strike), the obligation to provide Services hereunder shall cease and the Customer shall be informed by Wieslab via standard mail, telephone, or E-mail. In such circumstances, if needed, Wieslab may submit samples to its approved sub-contractors (referral laboratories), providing equivalent tests, to ensure fast results availability to Customers.
Wieslab is fully responsible for selecting and evaluating its sub-contractors and consultants who provide opinions as well as monitoring of the quality of performance and ensuring reasonable turnaround times, measurement accuracy and correct interpretation of examination results.
Wieslab may retain patient samples for a period of up to five (5) years in its Biobank (located at the same premises as Wieslab) to be able to perform further analyses, if requested. Wieslab may furthermore retain patient samples for a period of up to five (5) years for the purpose of Svar Life Science AB/Wieslab’ s future development of analysis methods and its business activities. Retention of samples is, however, dependent on whether the data subject (the patient) in question has given his or her consent to such processing as further set out in the relevant request form. Wieslab retains all rights, including, but not limited to, intellectual property rights, in such future developments.
Any complaint by the Customer regarding non-fulfilment of Services or other complaints shall be made to Wieslab in writing without undue delay, however no later than five (5) working days after delivery of the Report. A complaint made does not, however, release the Customer from the obligation to pay for the services provided by Wieslab. In case of well-founded and timely complaints, Wieslab is obligated to, at its own discretion, either remedy the non-fulfilment (or other breach) without unreasonable delay or refund any sums previously paid in respect of the same. If, despite renewed service, Wieslab fails to remedy the non-fulfilment (or other breach), the Customer is entitled to cancel its order. Further claims for compensation or other indemnification against Wieslab from the Customer are excluded, unless Wieslab intentionally fails to perform or grossly negligently violates its contractual or legal obligations. Wieslab’ s liability for any claim for loss or damage shall be limited to direct damages and losses and shall not exceed the fee paid or to be paid in connection with the services. Wieslab shall under no circumstances be liable for any indirect or consequential costs, damages, or losses. Wieslab makes no warranties regarding the reliability, accuracy or completeness of the Services, the results contained in the Report or the results the Customer may obtain by using the results contained in the Report.
The fees payable by the Customer for the Services shall be Wieslab’ s then current fees applicable from time to time. Wieslab settles invoices directly with the respective Customer indicated on the request form. Request forms without invoicing details cannot be processed.
Payment terms are 30 days from the date of invoice. Discounts are not given, unless agreed in writing. In case of delayed payment, Wieslab reserves the right to charge interest on any unpaid balance in accordance with the Swedish Interest Act. Irrespective of the above, Wieslab is entitled to set other payment terms and/or to ask for payment in advance, provided that Wieslab notifies the Customer thereof within two (2) working days of receipt of the Customer’s sample and corresponding request form.
Customer and patient data are handled confidentially by Wieslab according to GDPR requirements. However, within the scope of inspections, for example by accreditation agencies, it cannot be avoided that such data be made available to the inspectors. The inspectors themselves are, however, also bound by confidentiality.
For the purpose of providing the Services, Wieslab may, on the instructions and behalf of the Customer, process personal data. Wieslab will process the data in the capacity of a data processor and with the Customer, at all times, remaining as the data controller in accordance with GDPR unless stated otherwise in a written agreement with the Customer. The Customer has full responsibility for all personal data in relation to the data subjects (patients) as well as in relation to authorities and shall comply with the obligations under GDPR and other applicable national, and, if and as applicable, EU laws and regulations relating to privacy and data protection. Wieslab will take proper technical and organizational measures in accordance with its standard procedures for security, to protect the personal data that is processed on behalf of the Customer. Wieslab may sub-contract the processing of personal data on the Customer’s behalf to a sub-processor with whom Wieslab has a binding data sub-processing agreement. Wieslab stores personal data only until it is no longer necessary or as instructed by the Customer or in some cases, in accordance with applicable regulations and national laws. In case of personal data breaches, Wieslab shall notify the Customer promptly and without undue delay after it has gained knowledge of a personal data breach. The Customer, as the Controller, is responsible for notifying the relevant Data Protection Authority regarding the breach in accordance with Art. 33 of GDPR, and Wieslab shall assist the Customer with information about the data breach.
The contractual relationship between the Customer and Wieslab, including the Terms and Conditions, shall be governed by and construed in accordance with Swedish law without regard to its principles of conflict of laws. Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the ACC Arbitration Institute (the “ACC”). The Rules for Expedited Arbitrations shall apply, unless the ACC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the ACC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of arbitration shall be Malmö, Sweden. The arbitration proceedings shall, if not otherwise agreed, be conducted in the Swedish language if the Customer is Swedish and otherwise in the English language. Notwithstanding the above, any action for collection of any payment obligation may be brought in any court with competent jurisdiction.