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TERMS AND CONDITIONS



Rev. May 2021


 1.  Applicability
 2.  Delivery and Performance
 3.  Use of Products
 4.  Inspection and Rejection of Nonconforming Products
 5.  Price and Payment
 6.  Software and Use Documents License Terms
 7.  Limited Warranties
 8.  Returns
 9.  Limitation of Liability and Indemnification
 10. Compliance with Laws
 11. Termination
 12. Confidential Information
 13. Force Majeure
 14. Miscellaneous



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1. Applicability

1.1 These terms and conditions of sale (these "Terms"), any Sales Documents
accompanying or referencing these Terms, and Supplemental Terms, if any,
comprise the entire agreement (the “Agreement”) between Sigma-Aldrich, Inc. or
an affiliate thereof ("Seller") and the purchaser (“Purchaser”) with respect to
the purchase and sale of products (“Products”) and services ("Services")
indicated on Sales Documents. “Sales Documents” means any document, print or
digital, provided by Seller in the purchase and sale process, including but not
limited to quotations, invoices, documents confirming, acknowledging or
accepting an order (“Order Confirmation”) and shipping documents. If the parties
have signed a contract applicable to the sale of certain Products and/or
Services, the terms of such contract shall prevail to the extent they are
inconsistent with these Terms.

1.2 These Terms prevail over any Purchaser’s terms regardless of when such terms
are provided. Fulfillment of Purchaser's order does not constitute acceptance of
any of Purchaser's terms and does not serve to modify or amend these Terms.

1.3 Certain Products and Services may be subject to additional terms
(“Supplemental Terms”) not contained herein, which, when applicable, may be
referenced on or provided with Sales Documents or Seller’s websites or provided
by Seller upon request.

1.4 The Agreement between Seller and Purchaser is created when Seller confirms,
acknowledges or begins to fulfill Purchaser’s order. Purchaser may not modify or
cancel the Agreement without Seller’s express written consent. Modification or
cancellation may require payment by Purchaser of certain costs incurred by
Seller.

2. Delivery and Performance

2.1 Delivery dates provided by Seller are non-binding and time of delivery is
not of the essence. Seller shall not be liable for any delays, loss or damage in
transit.

2.2 Unless otherwise agreed in writing, Products are shipped using Seller's
standard packaging and shipping methods, for which fees may apply. Unless
otherwise agreed upon in writing by the parties or set forth on an Order
Confirmation, (i) delivery of Products shall be made CPT Purchaser’s Ship-To
Address (INCOTERMS® 2020), (ii) freight costs shall be prepaid by Seller and
added to its invoice to Purchaser, and (iii) title to Products (excluding any
Software) shall pass to Purchaser upon their arrival at the destination.

2.3 Seller may, in its sole discretion, make partial shipments of Products and
invoice immediately therefor. Purchaser shall pay for the units shipped whether
such shipment is in whole or partial fulfillment of Purchaser's order.

2.4 With respect to certain Products, Seller reserves the right to (a) require
the purchase of entire lots; and (b) allocate supply, to the extent such
allocation is deemed necessary by Seller, among any or all customers (including
Seller’s affiliates and distributors) at its sole discretion, without liability
for any failure of performance which may result therefrom.

2.5 Seller shall determine the location of Services. If Services are provided at
Seller’s site or a third-party site authorized by Seller, Purchaser shall be
responsible for any shipping and transportation costs, including any insurance
costs, if applicable. If Services are provided at Purchaser’s site or another
site under Purchaser’s control, Purchaser shall (a) cooperate with Seller in all
matters relating to the provision of Services and provide access to premises and
facilities as may reasonably be necessary or requested, including a safe work
environment; (b) promptly provide any requested materials, direction,
information, approvals, authorizations, or decisions (“Information”); and (c)
ensure that such Information is materially complete and accurate.

3. Use of Products

3.1 Purchaser shall (a) comply with all instructions, limitations,
specifications, use statements or conditions of use made available by Seller,
including but not limited to product data, product information, safety data
sheets, limited use information and labeling (“Use Documents”), and (b) properly
test, use, manufacture and market Products and/or materials produced with
Products.

3.2 Purchaser acknowledges that Products are not tested for safety and efficacy
in food, drug, medical device, cosmetic, commercial or any other use, unless
otherwise explicitly stated in Use Documents. Purchaser is solely responsible
for: (a) obtaining any necessary intellectual property permission related to the
use of Products, (b) compliance with all applicable regulatory requirements and
generally accepted industry standards, and (c) conducting all necessary testing
and verification, including for fitness for the intended purpose.

 3.3 If the applicable Use Documents, including but not limited to the limited
use label license, indicate that the Products are offered and sold for research
purposes only, Purchaser has no express or implied authorization from Seller to
use such Products for any other purpose, including, without limitation, in vitro
diagnostic purposes, in foods, drugs, medical devices or cosmetics for humans or
animals or for commercial purposes. Purchaser shall not market, distribute,
resell or export Products for any purpose, unless otherwise agreed by Seller in
writing.

4. Inspection and Rejection of Nonconforming Products

4.1 Purchaser shall inspect Products no later than five (5) days after receipt
("Inspection Period"). Purchaser will be deemed to have accepted the received
Products unless it notifies Seller in writing of any Nonconforming Products
during the Inspection Period, furnishing evidence or other documentation if
required. "Nonconforming Products" means only those delivered Products, or
quantity thereof, which are different than identified in the Order Confirmation.

4.2 If notified in accordance with Section 4.1, Seller shall, in its sole
discretion, (a) replace such Nonconforming Products with conforming Products, or
(b) credit the price for such Nonconforming Products or, in the event of partial
delivery, adjust the invoice to reflect the actual quantity delivered. Seller
reserves the right to inspect Products. Purchaser acknowledges and agrees that
the remedies set forth herein are the exclusive remedies for delivery of
Nonconforming Products.

4.3 Any returns, if authorized, shall be handled in accordance with Section 8
below.  

5. Price and Payment

5.1 Purchaser shall purchase Products and Services from Seller at the prices
offered by Seller, including but not limited to prices in a valid quotation or
prices on a published price list valid as of date of the applicable Order
Confirmation. If there is a price increase before Products are shipped, then the
Agreement shall be construed as if the increased prices were originally inserted
therein, and Purchaser shall be invoiced by Seller in accordance therewith.

5.2 All prices are exclusive of all sales, use, and excise taxes, duties,
customs, tariffs, and any other similar taxes or charges of any kind imposed by
any governmental authority or quasi-governmental authority on any amounts
payable by Purchaser. Purchaser shall be responsible for all such taxes and
charges; provided, however, that Purchaser shall not be responsible for any
taxes imposed on, or with respect to, Seller's income, revenues, gross receipts,
personal or real property, or other assets.

5.3 Purchaser shall pay all invoiced amounts within thirty (30) days from date
of invoice to the specified bank account or as otherwise instructed.

5.4 Purchaser shall pay interest on all late payments at the lesser of (a) the
rate of eight percent (8%) per annum above the base interest rate of the
European Central Bank or (b) the highest rate permissible under applicable law,
calculated daily and compounded monthly. Purchaser shall reimburse Seller for
all costs incurred in collecting any late payments, including, without
limitation, attorneys' fees. In addition to all other remedies available under
these Terms or at law, Seller may, without notice to Purchaser, delay or
postpone delivery of Products and/or performance of Services and may, at its
option, change the terms of payment with respect to any undelivered Products
and/or unperformed Services.

5.5 Purchaser shall not withhold payment of any amounts due and payable
hereunder by reason of any set-off of any claim or dispute with Seller.

6. Software and Use Documents License Terms

6.1 If any software or Use Documents are provided or licensed by Seller to
Purchaser, including software provided together or in connection with any
Products or Services (“Software”), the terms provided with such Software or Use
Documents shall apply. If there are no terms provided therewith, these Terms,
including this Section 6, shall apply.

6.2 Seller grants Purchaser the right and license to use the copy of the
Software and the Use documents as provided by Seller. The license rights granted
herein may not be transferred to another party unless such party agrees in
writing to comply with these Terms. In any case, Software provided together or
in connection with any Products or Services shall not be transferred separately
from such Products or Services.

6.3 The Software, Use Documents and related intellectual property rights
including, without limitation, copyrights are owned by Seller, an affiliate,
and/or certain suppliers of Seller or its affiliates, and title to the Software,
Use Documents or respective intellectual property rights shall not pass to
Purchaser or any other third party. Purchaser understands that its use of any
third-party software is subject to, and it will comply with, the terms of any
applicable third-party license agreements or notices and to the rights of any
other third-party owners or providers of software or firmware included in the
Software.

6.4 Purchaser shall (a) only use the Software and Use Documents with Products or
Services with or for which it is provided or for a purpose within the scope of
the application for which it is provided, (b) not cause or permit any reverse
engineering, disassembly, de-compilation, modification or adaptation of the
Software or the combination of the Software with any other software, or (c) not
move the Software to any country in violation of United States Foreign Asset
Control Regulations or other applicable import or export control regulations.

6.5 Any replacements, fixes or upgrades of the Software shall be provided
subject to the same restrictions and other provisions contained herein, unless
such replacement, fix or upgrade is provided with a separate license agreement.
 Any such replacements, fixes or upgrades shall be provided at prices and
payment terms as specified by Seller.

7. Limited Warranties

7.1 Seller warrants to Purchaser that Products will conform to Seller's
published specifications for (a) one (1) year from the date of shipment of
Products or (b) the remaining shelf life or the period prior to the expiration
date of Product, whichever is shorter.

7.2 Seller warrants that Services shall be performed in a professional and
workmanlike manner in accordance with generally recognized industry standards
for similar services and Seller shall devote adequate resources to meet its
obligations under the Agreement. Any claim that Seller has breached the
obligation herein must be made within the ninety (90) day period after the
performance of the applicable Services.

7.3 Seller warrants that the Software, including any upgrades thereto, will
materially conform to published specifications for one (1) year from date of
delivery.

7.4 Except for the warranties set forth above, Seller makes no warranty
whatsoever with respect to Products (including any uses thereof), Services, the
Software or any technical assistance or information that it provides, including
(a) warranty of merchantability; (b) warranty of fitness for a particular
purpose; or (c) warranty against infringement of intellectual property rights of
a third party; whether express or implied by law, course of dealing, course of
performance, usage of trade, or otherwise. Any suggestions by Seller regarding
use, selection, application or suitability of Products shall not be construed as
an express or implied warranty.

7.5 The limited warranties set forth above do not apply unless: (a) Purchaser
gives written notice of the defect(s) to Seller immediately upon discovery; (b)
if applicable, Seller is given reasonable opportunity to examine the relevant
Products, Services or Software; and (c) the defect(s) are verified by Seller.

7.6 The limited warranty set forth in Section 7.1 does not apply if: (a) a
defect arises as a result of a breach of the obligations in Section 3; (b) any
unauthorized installation, repairs, modifications, upgrades, maintenance or
other servicing of Products occurs; (c) a defect arises as a result of normal
wear and tear or lack of proper maintenance; or (d) Products are used beyond the
shelf life or expiration date as set forth in the applicable Use Documents.

7.7 The limited warranty set forth in Section 7.2 does not apply if an equipment
failure or defect results directly or indirectly from the following: (a)
non-compliance with Use Documents; (b) any misuse, theft, water flow-back,
neglect or wrongful act by Purchaser, its contractors or agents; (c) accidents
or shipping related damage; (d) electrical failure; (e) vandalism, explosion,
flood or fire, weather or environmental conditions; or (f) any unauthorized
installation, repairs, modifications, upgrades, maintenance or other servicing.
If this limitation applies but Seller, at its sole discretion, elects to
re-perform the applicable Services, Purchaser may be charged for fees and
expenses, including but not limited to travel costs and any working time of
Seller’s employees, contractors or agents (at list rate).

7.8 The limited warranty set forth in Section 7.3 does not apply to any defects
arising out of or relating to (a) Purchaser’s breach of Section 6.4; (b)
Purchaser’s failure to promptly install required updates; or (c) the operation
of Purchaser or a third-party system or network.

7.9 Subject to the conditions set forth above in this Section, including the
time limitations set forth in Sections 7.1, 7.2 and 7.3, Seller shall, in its
sole discretion (a) with respect to Products or Software, either repair or
replace Products or Software (or the defective part thereof) and if Seller is
unable to repair or replace, Seller shall credit the price of such Products,
Software or the part thereof; or (b) with respect to Services, re-perform the
applicable Services or credit the price of such Services at the pro rata
contract rate. The remedies set forth herein shall be Purchaser's sole and
exclusive remedy and Seller's entire liability for any breach of its warranty.

8. Returns

Purchaser shall not return Products without Seller’s prior written consent.
Seller reserves the right to inspect Products at Purchaser’s site and/or require
disposal instead of return. All returns must be in compliance with Seller’s
instructions and may be subject to a restocking charge. Certain Products (e.g.
diagnostic reagents; refrigerated or frozen products; custom Products or special
orders) may not be returned under any circumstances. Title to returned Products
shall transfer to Seller upon acceptance at the facility designated by Seller.
Any returned Products must be in their original packaging with the original
label affixed, and unaltered in form and content.

9. Limitation of Liability and Indemnification

9.1 Purchaser assumes all risk and liability for loss, damage or injury to
persons or to property of Purchaser or others arising out of (a) the transport,
storage or use of Products or Software, including infringement of any
third-party intellectual property rights resulting from Purchaser’s specific use
of Products or Software and (b) any provision or use of Services. If Seller's
performance of its obligations is prevented or delayed by any act or omission of
Purchaser, its agents or subcontractors, Seller shall not be deemed in breach of
its obligations or otherwise liable for any costs, charges, or losses sustained
or incurred by Purchaser or others, in each case, to the extent arising directly
or indirectly from such prevention or delay.

9.2 Purchaser shall indemnify and hold Seller, its affiliates, and their
respective agents, employees, and representatives, harmless from and against all
claims, damages, losses, costs and expenses (including attorney’s fees) (a)
arising from or in connection with the transport, storage, sale or use of
Products, (b) resulting from Purchaser’s breach of the Agreement, and/or (c)
arising from the negligence, recklessness or misconduct of Purchaser, its
affiliates, or their respective agents, employees, partners or subcontractors.

9.3 Except as otherwise expressly provided herein, Seller shall not indemnify
nor be liable to Purchaser or any person or entity for any claim, damage or loss
arising out of the Products, including the sale, transport, storage, failure,
use or distribution thereof, the provision of Services, or the license of
Software regardless of the theory of liability, including but not limited to
warranty, negligence or strict liability. In addition, Seller shall not be
liable for incidental, consequential, indirect, exemplary or special damages of
any kind, including, without limitation, liability for loss of use, loss of work
in progress, loss of revenue or profits, cost of substitute equipment,
facilities or services, downtime costs, or any liability of Purchaser to a third
party. The total liability of Seller hereunder shall not exceed the purchase
price of Products or Services, or the license fee of Software involved. Without
limiting the provisions regarding and limiting warranty claims hereunder, all
claims must be brought within one (1) year of delivery of Products or Software
or performance of Services, regardless of their nature.

10. Compliance with Laws

Purchaser shall comply with all applicable laws, regulations and ordinances,
including but not limited to those pertaining to the following: export control,
pharmaceutical, cosmetic and food preparations, electrical or electronic waste,
introduction or production and use of chemical substances (e.g. Toxic Substances
Control Act, REACH), and bribery and corruption (e.g. Foreign Corrupt Practices
Act and UK Bribery Act). Purchaser shall maintain in effect all required
licenses, permissions, authorizations, consents, and permits. Purchaser shall
comply with all applicable export and import laws in its purchase of Products
hereunder and assumes all responsibility for all shipments governed by such
laws. Seller may terminate the Agreement or suspend delivery if any governmental
authority imposes antidumping or countervailing duties or any other penalties on
Products.

11. Termination

In addition to any other remedies provided hereunder, Seller may immediately
terminate the Agreement upon written notice if Purchaser: (a) fails to pay any
amount when due; (b) has not otherwise performed or complied herewith, in whole
or in part; or (c) becomes insolvent, files a petition for bankruptcy or
commences or has commenced against it proceedings relating to bankruptcy,
receivership, reorganization , or assignment for the benefit of creditors.

12. Confidential Information

All non-public, confidential or proprietary information, including but not
limited to, specifications, samples, patterns, designs, plans, drawings,
documents, data, business operations, customer lists, pricing, discounts, or
rebates, disclosed by Seller to Purchaser, whether disclosed orally or disclosed
or accessed in written, electronic or other form or media, and whether or not
marked, designated, or otherwise identified as "confidential" is confidential
and may not be disclosed or used by Purchaser for its own use, including but not
limited to filing any patent applications disclosing or based on such
confidential information, unless authorized in advance in writing by Seller.
Upon request, Purchaser shall promptly return or destroy all documents and other
materials received from Seller. Seller shall be entitled to injunctive relief
for any violation of this section. This section does not apply to information
that is: (a) in the public domain; (b) known to Purchaser at the time of
disclosure; or (c) rightfully obtained by Purchaser on a non-confidential basis
from a third party.

 13. Force Majeure

Neither party will be in default of any obligation under this Agreement (other
than obligations to pay money) to the extent performance is prevented or delayed
by a Force Majeure Event. A “Force Majeure Event” shall include any occurrence
beyond the reasonable control of a party, including without limitation: act of
nature (e.g., flood, earthquake or storm); war or terrorism; civil commotion or
riot; epidemic or pandemic (e.g., COVID-19); destruction of facilities or
materials; fire or explosion; labor disturbance or strike; laws, regulations,
directives or orders of any government, regulatory or judicial authority;
embargo, shortage of raw materials or labor; equipment failure; or failure of
public utilities or common carriers. The party declaring a Force Majeure Event
will notify the other party in writing, explaining the nature thereof, and will
also notify the other party of the cessation of any such event. A party
declaring a Force Majeure Event will use commercially reasonable efforts to
remedy, remove, or mitigate such event and the effects thereof. Upon cessation
of the Force Majeure Event, performance of any suspended obligation or duty will
promptly recommence.

14. Miscellaneous

14.1 No Waiver. No waiver by Seller of any provisions of the Agreement is
effective unless explicitly set forth in writing. No failure to exercise, or
delay in exercising, any right, remedy, power or privilege arising from the
Agreement operates, or may be construed, as a waiver thereof.

14.2 Assignment. Purchaser shall not assign any of its rights or delegate any of
its obligations under the Agreement without Seller’s prior written consent. Any
purported assignment or delegation in violation hereof is null and void. No
assignment or delegation relieves Purchaser of any of its obligations hereunder.

14.3 Relationship of the Parties. The relationship between the parties is that
of independent contractors. Nothing contained in the Agreement shall be
construed as creating any agency, partnership, joint venture or other form of
joint enterprise, employment or fiduciary relationship between the parties, and
neither party shall have authority to contract for or bind the other party in
any manner whatsoever.

14.4 No Third-Party Beneficiaries. The Agreement is for the sole benefit of the
parties and their respective successors and permitted assigns and nothing herein
is intended to or shall confer upon any other person or entity any legal or
equitable right, benefit, or remedy of any nature.

14.5 Publicity and Use of Name. Purchaser shall not, without the prior written
consent of Seller, (a) refer to Seller, its affiliates, Products or Services in
any marketing, promotion or other publicity material, whether written or in
electronic form, or (b) use proprietary brand names, trademarks, trade names,
logos and other intellectual property owned by Seller or one of its affiliates.

14.6 Governing Law and Venue. All matters arising out of or relating to the
Agreement are governed by and construed in accordance with the laws of
Massachusetts without giving effect to any choice or conflict of law provision
or rule. Any legal suit, action, or proceeding arising out of or relating to the
Agreement shall be instituted in courts located in Boston, Massachusetts, and
each party irrevocably submits to the exclusive jurisdiction of such courts in
any such suit, action, or proceeding.

14.7 Notices. Except if otherwise agreed upon by the parties, any notices
required hereunder shall be made in writing and sent by courier service with
tracking or registered or certified mail to the other party at its registered
office or principal place of business or such other address as indicated by the
receiving party.

14.8 Severability. If any term or provision of the Agreement is invalid,
illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or
unenforceability shall not affect any other term or provision of the Agreement
or invalidate or render unenforceable such term or provision in any other
jurisdiction.

14.9 Survival. Provisions hereof which by their nature should apply beyond their
terms will remain in force after any termination or expiration of the Agreement
including, but not limited to, the following provisions: Sections 3, 6, 7, 9,
12, 14.6 and 14.9.

14.10 Amendment and Modification. Except as otherwise set forth herein, the
Agreement may only be amended or modified in writing and signed by an authorized
representative of each party.

14.11 Data Protection. Seller will request, process and use personal data (e.g.
contact name and business addresses) from Purchaser to fulfill its obligations
under the Agreement and for the continuing relationship management with
Purchaser. Seller’s processing activities shall be governed by its privacy
policy posted at www.sigmaaldrich.com/privacy.






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