TERMS OF AGREEMENT - PRIVATE CUSTOMERS

1. Introduction

1.1
These terms (the “Terms”) govern the sale of donor Sperm, storage of gametes, sperm analysis and genetic matching ordered by non-professional private consumers (“Customers”) from Cryos International – Denmark ApS, Reg. no. 35514252, Vesterbro Torv 3, 5th floor, 8000 Aarhus C, Denmark (“Cryos”).

1.2
Sperm donated to Cryos is processed, analysed, and prepared for use in fertility treatment and hereinafter referred to as “Donor Sperm”. The donors and Donor Sperm are described below in section 6 and 7.

1.3
Customers can order storage of sperm, eggs, or embryos at Cryos as described in section 8 and 9. Orders for Donor Sperm to be stored at Cryos until transport to the Customer’s “Authorized Recipient”, as defined in subsection 3.1.1, later than 30 days from the purchase date is a purchase bundled with storage and collectively referred to as a “Reservation”.

1.4
Customers who purchase storage of sperm or eggs originating from the Customer’s own body or embryos (“Stored Gametes”) are referred to as “Depositors”.

1.5
Donor Sperm that have been outside the control of Cryos and returned by a Customer to Cryos for the purpose of storage is referred to as “Returned Donor Sperm”. Stored Gametes and Returned Donor Sperm are stored for the ordered period (“Storage Period”).

1.6
Customers can order sperm analysis in accordance with section 10 and genetic matching in accordance with section 11. Ordering, delivery, prices and payment for Donor Sperm, storage of gametes, sperm analysis and genetic matching are set out in sections 2 through 4.

1.7
Customer may solely use Donor Sperm for the purpose of fertility treatment, meaning treatment required to assist people obtain and conceive a child. Customer is not allowed to use Donor Sperm for any other purposes, including but not limited to research purposes, genetic testing or any other kinds of testing or preparation not conducted by Cryos, without prior written agreement with Cryos.

2. Orders

2.1
Customers can place orders through the online account (section 5), by email or over the phone. By ordering the Customer confirms to be of legal age. An order is not binding until it is confirmed by Cryos in writing. Order confirmations are sent by email.

2.2
Customers can cancel purchases free of charge within 14 days from the order confirmation, provided in case of Donor Sperm, that they have not left the premises of Cryos. Notice of cancellation must be sent to dk@cryosinternational.com.

3. Shipment and delivery

3.1
Appointment of an Authorized Recipient

3.1.1
Shipment must take place to the address of a licensed tissue centre, fertility clinic, hospital department or authorised healthcare professional which the Customer has appointed as the “Authorized Recipient”. The Customer accepts that the Authorized Recipient receives the Donor Sperm or Stored Gametes on behalf of the Customer. Cryos is entitled to reject shipment if the Authorized Recipient appointed by the Customer cannot provide an authorization from a relevant authority to Cryos.

3.2
Place of delivery and transfer of risk

3.2.1
For orders of Donor Sperm, delivery to the Customer takes place at the address of the Authorized Recipient to which the order has been shipped. This means that the legal risk of the Donor Sperm transfers to the Customer upon delivery at the Authorized Recipient.

3.2.2
For Reservations of Donor Sperm, delivery to the Customer takes place at the address of Cryos for further storage. This means that the legal risk of the Donor Sperm transfers to the Customer when the Donor Sperm are placed at Cryos’ storage facility for Reservations. Conditions applicable to storage in connection with Reservations are described in section 7.8.2.

3.2.3
The Customer bears the legal risk of Stored Gametes and Returned Donor Sperm.

3.3
Transportation

3.3.1
Cryos is shipping Donor Sperm for delivery at the address of the Authorized Recipient within 30 days from the order confirmation.

3.3.2
Cryos is shipping Reservations stored at Cryos for delivery at the Authorized Recipient at a shipment date requested by the Customer. The shipment date must be later than 30 days from the order confirmation.

3.3.3
If Customers requests shipment of Donor Sperm or a Reservation before 12.00 AM (CET) on a business day, Cryos can ship the Donor Sperm or Reservation on the same day against payment of an additional fee.

3.3.4
Cryos is shipping Stored Gametes and Returned Donor Sperm for delivery at the Authorized Recipient within 10 business days from the request of shipment.

3.4
All shipments are handled by either Cryos or a recognised courier company, which offers high-quality transport and logistics solutions.

3.5
The transport time from the day of shipping until delivery depends on the destination. Normally 1-3 business days (calculated from the day after shipping) are expected in EU countries and 2-5 business days (calculated from the day after shipping) in the rest of the world. For some destinations outside EU, customs procedures may delay delivery significantly. Cryos is not responsible for customs clearance or import permission.

3.6
Upon delivery the Customer’s Authorized Recipient must examine the shipment for non-conformity. Claims must be notified to Cryos within a reasonable period of time. In case of non-conformity, Cryos is entitled at its sole discretion to replace/reperform or refund the purchase price.

3.7
If a shipment is significantly delayed and this is due to circumstances for which Cryos is responsible, the Customer can cancel the purchase.

3.8
Donor Sperm and Stored Gametes are delivered in a dry ice container or in a nitrogen tank within a shipping box for the safe transport of biological materials. The nitrogen tank and the shipping box remain the property of Cryos. The Customer must ensure that the nitrogen tank and the shipping box is returned to Cryos within 7 days (small tank) or 12 days (large tank) from the date of delivery. Cryos is entitled to charge a fee (at present EUR 100 per commenced week) from the Customer if the tank and the shipping box are not returned timely.

3.9
The Customer is aware that Donor Sperm are a fragile product and thus it is emphasized that the shelf-life of the Donor Sperm depend on the storage facility and that it may be damaged if not used immediately after thawing.

4. Prices and payment

4.1
Customers can pay by payment cards accepted by Cryos or bank transfer. Cryos does not charge payment before the product is shipped or Cryos has started to perform the service. Except when Customer uses PayPal as payment method, when offered by Cryos. When using PayPal the Customer pays for the product before the product is shipped or Cryos has started to perform the service (prepayment).

4.2
Prices are stated on http://dk.cryosinternational.com. Prices are inclusive VAT, if applicable. Freight and insurance are only inclusive if expressly stated. Cryos reserves the right to change prices without notice.

5. Online account

5.1
Customers can register an online account at Cryos’ website to place orders and manage purchases of Donor Sperm, storage, and other services. Customers are responsible for keeping the contact data updated.

5.2
To create an online account the Customer must state their full name and e-mail address and generate a password. The Customer who creates the account has the sole right of disposition of the online account.

5.3
When creating and using the online account the Customer represents and warrants to Cryos that the Customer has legal authority to instruct Cryos with regard to Stored Gametes, Returned Donor Sperm or purchase and handling of Donor Sperm (see section 7). The Customer must demonstrate legal authority if requested by Cryos from time to time.

5.4
If two Customers, such as a couple, wish to have joint right of disposition of an online account, the full name of both Customers must be stated either in connection with the creation of the online account or afterwards by editing the personal information on the online account. When stating the full names of two Customers, any disposition of the online account may only be made by joint agreement between both named Customers. It is a requirement in connection with any disposition of the online account that the named Customers provide written documentation on mutual agreement on a disposition and signed picture ID from both Customers to Cryos.

5.5
If two Customers have chosen joint right of disposition of an online account by stating their full names, and one of the Customers passes away, the surviving Customer will to the extent permitted by law have the right of disposition of the online account if documentation of death is provided to Cryos.

5.6
It is of no importance to the right of disposition of an online account who made payments to Cryos.

6. Donors

6.1
The criteria for donor selection are based on an analysis of the risks associated with the use of the Donor Sperm. The relevant risk indicators are determined on the basis of medical examinations, review of the medical and behavioural history of the individuals concerned, biological testing and other relevant studies.

6.2
Information about donors

6.2.1
Information about donors in the donor’s extended profile, including photos, are provided by the donor. When drafting the extended profile Cryos may edit the information such as removal of identifying details about the donor, combining text and proofreading. Cryos assumes that the data provided is accurate but makes no warranty to that effect.

6.3
ID Release and Non-ID Release

6.3.1
If the donor is an ID Release Donor, Cryos will disclose the identity of the donor to clinics and authorities in countries where this is mandatory before or in relation to import or treatment. Cryos will only disclose the identity of an ID Release Donor to a donor conceived person at the donor conceived person’s request, but only once the donor conceived person has reached the age of 18. The donor conceived person must demonstrate, or render probable, that the donor conceived person is the result of treatment with Donor Sperm from a specific ID Release donor from Cryos.

6.3.2
Cryos does not disclose the identity of a Non-ID Release Donor, unless required to do so under applicable law.

6.3.3
Regardless of whether a donor is Non-ID Release or ID Release, the Customer may not attempt to identify the donor or other information about the donor, including the identity of other recipients or offspring related to the donor. The Customer is entitled to join established forums where other customers and/or donor conceived persons have chosen to disclose their identity or donor, but the Customer acknowledges that it is not acceptable to search for people who have not already chosen by themselves to disclose their identity or donor within such forum. The Customer acknowledges that information about donors is sensitive data which must be kept confidential and not disclosed to third parties, except the healthcare professional responsible for fertility treatment with the Donor Sperm or as otherwise required under mandatory law. In the event the Customer breaches this subsection 6.3.3, Customer must indemnify Cryos and donors for damages and pain and suffering caused by such activities.

6.3.4
An ID Release donor has accepted to be contacted by the donor conceived person. However, if an ID Release donor rejects an attempted contact from a donor conceived person, or if an ID Release donor does not want to establish a relation with a donor conceived person after having had an initial contact, Cryos cannot be held liable nor responsible for that.

6.4
Legal status of the donor

6.4.1
The Customer acknowledges that the donor is not considered a legal parent of the child or children conceived with Donor Sperm or donor eggs from the donor and is not liable in any way for any claims associated with the donation of sperm or eggs.

7. Donor sperm

7.1
Donor Sperm are sold under the item description which appears from the donor profile and the summary of records (“SOR”) at any time. Certain parts of the content in the item description are changeable by nature since it describes a human being and its biological circumstances and conditions. Accordingly, Cryos can add changes to a donor profile and SOR over a period of time, if Cryos receives new knowledge about a donor.

7.2
Cryos declares that when Donor Sperm are sold according to these Terms, it is not the Donor Sperm themselves that are sold but the related processing and work, such as selection and testing of the donor, preparation of documents and the handling, freezing, storage, marketing, administration, etc. of the gametes.

7.3
Cryos provides Donor Sperm in sperm straws of 0.5 ml or 0.4 ml. The concentration of progressive motile sperm contained in a straw depends on the chosen category. The term sperm motility (“MOT”) expresses the concentration of progressive motile sperm cells after thawing the straw and before any processing of the sample. The higher MOT, the higher amount of progressive motile sperm cells. MOT is counted in millions per ml. Straws in the category MOT10 contain 10 million progressive motile sperm cells per ml after thawing, which is equal to 5 million progressive motile sperm cells in total if the straw is 0.5 ml. When ordering the Customer chooses between MOT2, MOT5, MOT10, MOT20, and MOT30+. The Customer is aware that Donor Sperm is a biological material and accepts that the actual amount of progressive motile sperm cells can vary +/- 20 percent.

7.4
Cryos cannot guarantee for treatment with Donor Sperm resulting in pregnancy or pregnancy resulting in the birth of a healthy and viable child or children as the Donor Sperm are only one of many relevant factors in terms of pregnancy.

7.5
It is a condition to purchase Donor Sperm that the Customer commits to claim parenthood and to look after and consider the child/children, which may be the result of treatment with Donor Sperm according to these Terms, as their own legal child/children.

7.6
Cryos retains ownership to the Donor Sperm until receipt of payment.

7.7
The purchase of Donor Sperm is subject to mandatory rules laid out in the Danish Purchase of Goods Act.

7.8
Orders and Reservations for Donor Sperm

7.8.1
An order for Donor Sperm must specify the requested shipping date and place of delivery in accordance with subsections 3.1.1 and 3.2.1. The purchase and payment are made in connection with the order. If the delivery date is within 30 days from the purchase date, it is referred to as an order of Donor Sperm. Reservations of purchased Donor Sperm are stored at Cryos until the Customer requests shipment to the Authorized Recipient appointed by the Customer in accordance with subsections 3.2.2 and 3.3.2.

7.8.2
Cryos stores the Donor Sperm purchased by Reservation for the duration of the period ordered by the Customer (the “Reservation Period”). The Reservation Period terminates automatically upon lapse or shipment from Cryos of the last Donor Sperm. Cryos will notify the Customer prior to termination. The Customer may terminate the Reservation Period early for convenience at any time.

7.8.3
The Customer can renew the Reservation Period through the online account or by e-mail. To renew the Customer must accept the then-current Terms.

7.8.4
When the Reservation Period terminates Cryos is entitled to buy back the remaining Donor Sperm at the purchase price less the following percentages:

Cancellation within 14 days after the date of the reservation: 100% of the purchase price.
Buyback within 14 days to 36 months after the date of the reservation: 75% of the purchase price.
Buyback within 36 to 48 months after the date of the reservation: 50% of the purchase price.
Buyback within 48 to 60 months after the date of the reservation: 25% of the purchase price.
Buyback 60 months and following after the date of the reservation: 0% of the purchase price.

After the buyback Cryos is entitled to release the remaining Donor Sperm on Cryos’ stock for others to purchase.

In case of mass termination within a selected period, Cryos can postpone the payment until the end of the selected Reservation Period.

7.8.5
To the extent permitted by applicable law Cryos disclaims liability for accidental loss of or damages to Donor Sperm purchased by Reservation as well as loss of or damages to Donor Sperm purchased by Reservation caused by Cryos’ simple negligence.

8. Stored Gametes

8.1
Customers can order storage at Cryos of Stored Gametes as defined in subsection 1.4.

8.2
Conditions

8.2.1
Depositors of sperm and eggs must provide negative test results for HIV and Hepatitis and documentation showing that these tests have been performed by an authorized operator within three (3) months prior to the creation of the storage at Cryos. Alternatively, Cryos can perform these mandatory tests against submission of a blood sample from the Depositor and payment of a separate fee. Such tests are performed by external authorised laboratories on behalf of Cryos. There may be a small residual risk of Depositors having an infectious disease despite the testing, and Cryos cannot guarantee for the accuracy of such tests. Depositors of embryos must provide negative test results for HIV and Hepatitis and documentation showing that these tests have been performed by an authorized operator.

8.2.2
Customers expressly acknowledges that irrespective of Cryos’ examination and testing for an extensive number of conditions and diseases in both the donor and the Donor Sperm a risk remains of transmitting an infectious or hereditary disease, disorder, or birth defect by treatment with the Donor Sperm.

8.2.3
Cryos can perform an analysis of each ejaculate of stored sperm in order to assess the sperm quality against payment of a separate fee, cf. section 10.

8.2.4
To the extent permitted by applicable law Cryos disclaims liability for accidental loss of or damages to Stored Gametes as well as loss of or damages to Stored Gametes caused by Cryos’ simple negligence.

8.2.5
If a Depositor orders storage at Cryos of Stored Gametes to be transferred from another tissue centre, the Depositor is responsible for arranging the transport of the Stored Gametes to Cryos.

8.3
Storage period

8.4
Stored Gametes are stored in the Storage Period. See subsection 7.8.2 for storage of Donor Sperm purchased from Cryos under a Reservation where the Donor Sperm have not been outside the control of Cryos and section 9.5 for storage of Returned Donor Sperm that has been outside the control of Cryos. Eggs and embryos can be stored for as long as the Depositor according to applicable law is allowed to receive treatment with assisted reproduction, see subsection 13.3. The Storage Period terminates automatically upon lapse or dispatch from Cryos respectively destruction of the last unit of Stored Gametes. Cryos will notify the Depositor prior to termination.

8.4.1
The Depositor is entitled to terminate the Storage Period early for convenience with a minimum notice of one month to the end of a calendar month.

8.4.2
The Depositor is entitled to renew the Storage Period through the online account or by e-mail. To renew the Depositor must accept the then-current Terms.

8.4.3
If the Storage Period has expired, Cryos is entitled to destroy any remaining Stored Gametes 24 months after the Storage Period has expired. If special circumstances apply, e.g. the reason for the deposit, or if Cryos cannot get in touch with the Depositor, Cryos can extend the period.

8.4.4
Subsection 8.4.3 does not apply to stored sperm or embryos where prior to destruction Cryos receives proper documentation that the Depositor has accepted that sperm from him or embryos created with sperm from him are being stored and used for the purpose of treatment with assisted reproduction or other purposes.

8.4.5
In the event of the Depositor's death and if no valid testamentary disposition, written consent, corresponding written documentation or completed Declaration of Right of Disposition has been submitted, Cryos is entitled to destroy any remaining Stored Gametes after Cryos becomes aware of the Depositor's death. The remaining Stored Gametes will be destroyed 24 months after the time of death, unless special circumstances apply. Special circumstances could be the reason for the deposit, whether the Depositor's estate is being processed by a Probate Court after the Depositor’s death, etc.

8.4.6
8.4.48.4.6 If the Storage Period is terminated by the Depositor, Cryos is entitled to destroy any remaining Stored Gametes after Cryos has received a completed termination statement from the Depositor.

8.5
Withdrawal from storage

8.5.1
The Depositor can order transport of Stored Gametes to the Authorized Recipient. The order must be placed through the online account or by sending an email with the Delivery Statement Form attached with proof of identity (passport, driver’s license or similar).

8.5.2
The Depositor pays the fee listed on Cryos’ website for each transport of Stored Gametes from the storage.

9. Returned Donor Sperm

9.1
Customers can order storage of Returned Donor Sperm as defined in subsection 1.5.

9.2
Cryos receives and stores Returned Donor Sperm that has been outside the control of Cryos notwithstanding, the nitrogen tank seal being unbroken or broken. Cryos is not liable for the quality of the Returned Donor Sperm, because the Returned Donor Sperm has been outside the control of Cryos.

9.3
No tests of the Returned Donor Sperm must be carried out prior to storage at Cryos.

9.4
To the widest extent permitted by applicable law Cryos disclaims liability for accidental loss of or damages to Returned Donor Sperm as well as loss of or damages to Returned Donor Sperm caused by Cryos’ simple negligence.

9.5
Returned Donor Sperm are stored for the Storage Period. The Storage Period terminates automatically upon lapse or dispatch from Cryos respectively destruction of the last unit of Returned Donor Sperm. Cryos will notify the Customer prior to termination.

9.6
Subsections 8.4.1, 8.4.2, 8.4.3, 8.5.1 and 8.5.2 also apply to Returned Donor Sperm.

10. Sperm analysis

10.1
Customers can order analysis of a sperm sample at Cryos.

10.2
Cryos’ analysis of a sperm sample from the Customer will determine the sperm quality in terms of the volume, concentration of sperm cells and the concentration of motile sperm.

10.3
A sperm analysis provides an estimate of the concentration and motility of the specific sperm sample. The result of the sperm analysis only provides a picture of the quality of the specific sperm sample and is not necessarily representative for the Customer’s overall sperm quality.

11. Genetic matching

11.1
An intended parent who provides the egg or sperm for the conception of a child, is referred to as a “Genetic Parent”. Genetic matching compares one or more recessive genes between the Genetic Parent and the donor prior to fertility treatment to assess whether there is a variant in the same gene in both the Genetic Parent and the donor that causes an increased risk of genetically hereditary diseases in the child. If no such increased risk is identified, the result of the matching will be a “Match”. In the affirmative case the result of the matching will be a “No-Match”. Cryos provides two types of genetic matching service: “Panel Matching” (subsection 11.2) and “Single Gene Matching” (subsection 11.3), collectively “Genetic Matching”.

11.2
Panel Matching is a broad and general matching to match more than 300 of the Genetic Parent’s genes – the ones with the highest risk of causing a serious disease – up against the genes of the donor. When the order for Panel Matching is confirmed, Cryos sends the Genetic Parent a sample kit to extract a saliva sample. Upon further agreement the Genetic Parent must return the saliva sample either directly to the external authorised laboratory performing the Panel Matching on behalf of Cryos or directly to Cryos that will forward the sample to the external authorised laboratory. The sample kit is a CE marked medical device for which Cryos is a distributor. Cryos is not responsible for the Genetic Parent’s correct use of the sample kit.

11.3
Single Gene Matching is a service where Cryos tests donor for variants in a specific gene in which the Genetic Parent has a variant identified by a genetic screening performed on the Genetic Parent. In order for Cryos to perform Single Gene Matching the Customer must send a copy of the genetic report to Cryos. Cryos will share the report with an external authorised laboratory for the purpose of Single Gene Matching.

11.4
The Customer and/or the Genetic Parent will receive the result “Match” or “No-match”. The Customer and/or the Genetic Parent will receive the matching result within approximately 6 weeks from the external authorised laboratory’s receipt of the saliva sample or Cryos’ receipt of the genetic report. In case the result is a No-Match Cryos recommends that the Customer selects another donor. In case of a No-Match result, the Customer may have a new Genetic Matching performed up against another chosen donor free of charge to the Customer until a Match is obtained.

11.5
The Customer accepts that Genetic Matching does not test for all hereditary diseases, and Cryos cannot guarantee for the accuracy of the tests performed in connection with Genetic Matching, cf. subsection 12.1.2. The Customer further accepts that Genetic Matching cannot discover gene modifications in eggs, sperm or in the foetus occurred spontaneously.

11.6
The Customer accepts that Cryos is only able to provide the Match or No-Match result, not e.g., data or analysis/results.

11.7
The Customer and/or the Genetic Parent is aware that the Genetic Matching result must be kept strictly confidential in accordance with subsection 6.3.3.

12. Quality

12.1
Donors and Donor Sperm

12.1.1
Donor Sperm are processed and released for clinical use according to applicable law and one or several standards, as described on Cryos’ website. For instance, donors and Donor Sperm are selected, screened, and comply with the prevailing rules at the time of donation. Cryos disclaims, to the fullest extent, all other warranties, express or implied, including warranties of quality, merchantability, or fitness for a particular purpose.

12.1.2
Cryos’ testing for infectious diseases and recessive gene variants in a donor are performed by external authorised laboratories. There may be a small residual risk of the donor having an infectious disease or being a carrier of a recessive genetic variant despite the testing, and Cryos cannot guarantee for the accuracy of such tests. Customer expressly acknowledges that irrespective of Cryos’ examination and testing for an extensive number of conditions and diseases in both the donor and the Donor Sperm a risk remains of transmitting an infectious or hereditary disease, disorder, or birth defect by treatment with the Donor Sperm. Donor Sperm might also contain traces of antibiotic(s) and protein(s) from the culture and/or processing media, used for processing. Despite detailed security precautions there is always a minimal risk that Donor Sperm are mixed, mislabelled, or contaminated. To the extent permitted under applicable law Cryos disclaims any liability for risks such as those described in this subsection.

12.2
Stored Gametes

12.2.1
Upon agreement with the Depositor Cryos performs an analysis of each ejaculate of stored sperm in order to evaluate the quality and the fertilization abilities. Cryos will evaluate and recommend if more ejaculates should be stored. Cryos does not analyse stored eggs.

13. Regulatory matters

13.1
Delivery

13.2
The delivery address provided by the Customer must be that of a licensed tissue centre, fertility clinic, hospital department or authorised healthcare professional, Authorized Recipient, which have accepted to receive the Donor Sperm or Stored Gametes on behalf of the Customer. Cryos is not permitted to deliver Donor Sperm or Stored Gametes directly to Customers.

13.3
Storage

13.3.1
Eggs can be stored for as long as the Depositor according to applicable law may receive treatment with assisted reproduction.

13.3.2
Embryos can be stored for as long as the Depositor according to applicable law may receive treatment with assisted reproduction.

13.4
Quota Reservation and registration of pregnancy

13.4.1
In some countries, the Customer must hold a Quota Reservation (“QR”) in order not to exceed national quotas regarding number of pregnancies/children/families per donor. The QR is a security for the Customer, that the Customer holds a family or pregnancy slot in the total country quota.

13.4.2
If a QR is mandatory in the Customer’s country, a QR will automatically be added to the Customers basket when the Customer places an order. If a QR is not mandatory in the Customer’s country, the Customer cannot purchase a QR.

13.4.3
A QR is fully refundable for the Customer within a period of 3 years from the date of purchase of the QR provided that a pregnancy is not obtained, and that the Customer has no Sperm or embryos left for future treatments. Upon expiry of the aforementioned period of 3 years the QR is not refundable for the Customer.

13.4.4
Prior to expiry of the period of 3 years from the date of purchase of the QR, Cryos will send e-mails to the Customer reminding the Customer to convert the QR to a pregnancy registration in case a pregnancy is obtained, or to terminate the QR against a refund, cf. subsection 13.4.3, if a pregnancy is not obtained or if the Customer does not want to proceed with the chosen donor.

13.4.5
The Customer must notify Cryos about pregnancy without undue delay and the notification must state if the pregnancy is a sibling (the Customer already has a child with the same donor). The Customer must also notify Cryos without undue delay if the pregnancy is terminated (biochemically, spontaneous abortion, extra uterine pregnancy or stillborn).

13.4.6
Cryos is entitled to continue contacting the Customer until the result of the treatment has been registered. If, due to circumstances of the Customer, it is not possible to register the result of the treatment, Cryos is entitled to seek information from the clinic where the Donor Sperm were delivered, if any.

13.4.7
The Customer can see on Cryos’ website whether the quota for a specific donor has been reached in the chosen country. The quota is calculated as the number of pregnancies registered minus siblings and abortions. The quota displayed is only indicative. Cryos disclaims all responsibility for the accuracy, e.g., due to pregnancies not registered, pregnancies registered twice or incorrectly, regional methodology to calculate quotas, or lack of quotas.

13.5
Serious adverse reactions

13.5.1
Customer must immediately notify Cryos about serious adverse reactions, including hereditary diseases, syndromes, multiple and isolated malformations, associations, etc. Cryos will use the information to take the necessary action in relation to other Customers, authorities, etc.

13.5.2
The Customer must notify pursuant to subsection 13.5.1 by filling out the website form Report of Conditions. In order to assess the information, Cryos may request a blood sample and consent to obtain relevant information from the Customer’s and the child’s medical files.

13.6
Quarantine and permanent blocking

13.6.1
Cryos continuously verifies the suitability of donors in accordance with rules on risk assessment and selection of donors. In case a donor is under investigation for dominant genetic diseases or for being carrier of a recessive gene variant, Cryos is obligated to cancel or postpone shipping of confirmed orders. If Cryos cannot exclude a significant increased risk that the donor may transmit disease or a carrier status, Cryos ensures that the Donor Sperm are immediately quarantined. A quarantine is temporary. After further assessment the Donor Sperm are either released for sale or permanently blocked.

13.6.2
Cryos will notify the Customer’s Authorized Recipient about donors who are quarantined. The Customer agrees not to use Donor Sperm from quarantined donors irrespective whether delivery has taken place.

13.6.3
Cryos will notify Customers and Customer’s Authorized Recipient about donors who are permanently blocked. Donor Sperm from permanently blocked donors can only be delivered to Customers who have already conceived a child with Donor Sperm from the permanently blocked donor provided that the Customer accepts a special online declaration form. Upon request Cryos will replace or refund at its discretion any Donor Sperm which are permanently blocked.

13.7
Customer acknowledges that if a donor is quarantined or the donor's national pregnancy quota is reached, the use of Donor Sperm from that donor is not permitted and Cryos is obliged to stop any shipments.

13.8
Transfer to another tissue centre

13.8.1
Cryos keeps an agreement in force with another licensed tissue centre to take over stocks of Stored Gametes, Returned Donor Sperm and Donor Sperm, traceability data and material relating to the quality and safety, if Cryos is not able to continue its activities.

13.9
Processing of personal data

13.9.1
Cryos processes personal data about Customers as specified in the Privacy Policy and the Cookie Policy which are incorporated in these Terms by reference.

14. Liability

14.1
Cryos provides its products, services, and results under the condition that Customers understand the inherent risks involved, such as fertility treatment outcomes, unwanted pregnancy, multiple pregnancies, spontaneous abortion, extra-uterine pregnancy, and stillbirth. Cryos disclaims all liability for any claims arising from the use of its products and results or lack thereof, including but not limited to the risks mentioned above and Customers agree to these risks when utilizing Cryos’ services.

14.2
Cryos will exercise reasonable care and skill in the provision of its services. However, Cryos shall only be liable for direct losses or damages arising from its services. Cryos will not be responsible for incidental or consequential damages such as expenses for medicine, transport, travel expenses, fertility treatment, accommodation, loss of income, or loss of time and clientele, except where such liability cannot be excluded by law.

14.3
Cryos shall not be considered in breach of its obligations or liable for any delay or failure in performance resulting from circumstances beyond its reasonable control, including but not limited to pandemics, strikes, lockouts, transport difficulties, detention, goods retained at customs, confiscation, war, martial conflicts or civil unrest, vandalism, terrorism, radioactivity, or natural disasters.

14.4
In the event that Cryos is liable for loss of or damages to Stored Gametes, Cryos is liable according to the general principles of Danish law. In the event that Cryos is liable for loss of or damages to Reservations or Returned Donor Sperm, Cryos’ liability shall be limited to replacement of an equivalent number of Donor Sperm from the same donor or another donor with a similar donor profile, alternatively an amount equalling the total purchase price paid by the Customer for the Donor Sperm and the price paid for the remaining Reservation Period or Storage Period.

15. Law and venue

15.1
To the extent permitted under applicable law, these Terms are governed by Danish law except for its choice of law provisions.

16. Information on redress procedures

16.1
A complaint about a product or service can be submitted to the Complaint Resolution Centre, Boards House (Center for Klageløsning Nævnenes Hus), Toldboden 2, 8800 Viborg. Customers can complain to the Centre for Complaints Resolution via the Complaints Portal of the House of Representatives https://kpo.naevneneshus.dk.

16.2
The Commission's online complaints portal can also be used to lodge a complaint. This is particularly relevant if you are a consumer resident in an EU country other than Denmark where Cryos has its headquarters. Complaints can be submitted here http://ec.europa.eu/odr. When submitting a complaint, please provide the e-mail address dk@cryosinternational.com.

May 21st, 2025