As required by law, MedKoo cooperates with government agencies. Records
of suspicious sales may be made available to law enforcement. Please
note that your purchase order is placed subject to the terms and
conditions that you accept below.
By ordering any product or material, Buyer hereby agrees to the
following terms and conditions of sale:
ALL ORDERS ARE ACCEPTED AND SHIPPED STRICTLY SUBJECT TO THESE GENERAL
TERMS AND CONDITIONS AND NO OTHER TERMS AND CONDITIONS PRINTED ON
BUYER'S PURCHASE ORDER OR OTHERWISE, SHALL BE APPLICABLE TO ANY ORDER.
Whenever possible, Seller will ship products by the method specified on
Buyer's order. Seller works closely with selected carriers and service
is better achieved when using these carriers. Additional expenses and
delays in shipment may be experienced when deviating from Seller's list
of selected carriers. Seller will be happy to utilize other carriers
based on Buyer's requirements; however, Seller reserves the right to
change the method of shipping for any reason. In such cases, Seller
will select the most appropriate and cost effective method. Certain
poisonous, reactive, corrosive or other chemicals may require a
barrier bag, steel can, and/or other special packaging for shipment.
There will be additional charges for these packages. Seller's Customer
Service Representatives will advise Buyer of the charges at the time
the order is placed. Seller strives to minimize these costs through
efficient packaging.
Seller shall not be liable for any delay in delivery or failure to
deliver due to any cause beyond Sellers reasonable control, including
but not limited to, fire, flood, natural disaster, strike, labor
dispute, war, terrorism, riots, governmental restrictions, delay in
transportation, accident, or inability to obtain labor, material or
supplies.
All orders are shipped FOB Seller's shipping point. Current standard
published shipping charges will be added to the invoice when shipment
freight terms are prepay and add. A current copy of these standard
published shipping charges is available upon request. Buyer's order
may be subject to handling charges. Buyer may request shipment by
freight collect, if desired. All prices are listed in US dollars.
PRICES AND PRODUCT DESCRIPTIONS ARE SUBJECT TO CHANGE WITHOUT NOTICE.
In cases where the selling prices have changed significantly, Seller
will contact Buyer for approval prior to shipping your mailed, faxed,
or electronically-transferred order. IN THE ABSENCE OF AGREED CREDIT
TERMS, SELLER RESERVES THE RIGHT TO REQUIRE PAYMENT IN CLEARED FUNDS
PRIOR TO SHIPMENT OF ORDERS. WHERE CREDIT TERMS ARE AGREED, SELLER'S
PAYMENT TERMS ARE NET 30 DAYS OF INVOICE, UNLESS OTHERWISE STATED.
No change or addition by Buyer of any term or condition of this
contract or any of Seller's rights or remedies hereunder shall be
binding on Seller, nor shall the order hereby acknowledged be changed
or cancelled by Buyer unless approved in writing by an authorized
officer of MedKoo. There are no representations, agreements, promises,
or understandings between Buyer and Seller that are not expressed
herein.
Seller urges Buyer to inspect all packages immediately upon receipt
and report any damage, shortage or defect to Seller's Customer
Service Department as soon as possible. CLAIMS FOR ANY DISCREPANCIES
MUST BE MADE WITHIN 30 DAYS OF BUYER RECEIVING THE MATERIALS. All
products are sold FOB Seller's shipping point unless otherwise noted.
Delivery of goods to the carrier at Seller's location or to other
loading point, shall constitute delivery to Buyer, and regardless of
shipping terms, all risks of loss or damage in transit shall be borne
by Buyer. At Buyer's expense, each product shipment valued at
over $5,000.00 is fully insured and shipped Federal Express Priority
I by Seller for Buyer's protection against loss or damage. Should Buyer
need assistance in filing a claim, please call Seller's Customer
Service Department.
Some materials are not returnable to MedKoo, including, but not limited
to, custom or special order materials, leaking or damaged chemicals,
reagents past expiration date, items with missing or obliterated labels,
parts or instructions, refrigerated or frozen materials and opened
materials. Returned shipments will not be accepted by Seller unless
prior arrangements have been made. If it is necessary to return any
materials, contact Seller's Customer Service Department to obtain a
return authorization number. REQUESTS FOR RETURN AUTHORIZATION NUMBERS
MUST BE MADE WITHIN 30 DAYS OF BUYER RECEIVING THE MATERIALS. Only
items authorized by Seller for return will be accepted. Final
disposition of returned goods will be made only after receipt and
inspection of goods. Collect shipments will not be accepted unless
previously authorized. Hazardous goods must be shipped in compliance
with all applicable Department of Transportation regulations. Material
must be received on or before the Return Authorization expiration date.
Material returned requiring disposal may incur additional charges. A
20% restocking fee is charged on catalog items returned, subject to a
minimum charge of $20.00 and a maximum charge of $150.00.
Buyer shall be responsible for any use, tax, sales tax, excise tax,
duty, custom, inspection or testing fee, or any other tax, fee or
charge of any nature whatsoever imposed by any governmental authority,
on or measured by the transaction between Seller and Buyer, in
addition to the prices quoted or invoiced, unless Buyer shall provide
Seller at the time the order is submitted an exemption certificate or
other document acceptable to the taxing authority. In the event Seller
is required to pay any such tax, fee or charge, Buyer shall reimburse
Seller therefore.
SELLER'S PRODUCTS ARE OFFERED FOR RESEARCH AND DEVELOPMENT USE ONLY
AND BUYER REPRESENTS AND WARRANTS THAT THE PRODUCTS WILL NOT BE USED
FOR ANY OTHER PURPOSE OR ANY PURPOSE WHATSOEVER THAT VIOLATES ANY LAW
OR REGULATION. They are NOT intended for use as drugs, food additives,
cosmetic, household chemicals, or other inappropriate applications.
Seller does not warrant that Buyer's use of a product sold will not
infringe any United States or other patents. The listing of a material
in this catalog does not constitute a license to, or a recommendation
for, its use in infringement of any patent. Seller reserves the right,
in its sole discretion, to limit sales of products or not to sell
products to any customers, notwithstanding the receipt and acceptance
of an order. Notwithstanding the generality of the foregoing, Seller
reserves the right not to deliver products to private individuals and/or
to what is or may appear to be a residential address.
The information included in this catalog has been obtained from
normally reliable and dependable sources and is correct to the best
of Seller's knowledge; however, Seller does not make any guarantee
of such information. Seller warrants title as provided in the Uniform
Commercial Code. SELLER MAKES NO OTHER REPRESENTATIONS OR WARRANTY OF
ANY KIND, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR
PARTICULAR PURPOSE, OR ANY OTHER MATTER WITH RESPECT TO SELLER'S
PRODUCTS, WHETHER USED ALONE OR IN CONNECTION WITH ANY OTHER SUBSTANCE.
Claims for rejected, nonconforming product, or any other claim against
Seller, must be made in writing and must be received and acknowledged
by Seller in writing within thirty (30) days of Buyer's receipt of the
product in question. Any claims not satisfying this condition shall be
deemed waived. Upon the approved return of any such product, Seller
shall have the option, at its sole discretion, to replace such product
with conforming product or to return the purchase price to Buyer.
BUYER'S EXCLUSIVE REMEDY, FOR ANY CAUSE OR CLAIM WHATSOEVER, INCLUDING
BUT NOT LIMITED TO ALLEGED BREACH OF WARRANTY, PRODUCT LIABILITY,
NEGLIGENCE, OR OTHERWISE, SHALL BE FOR MONEY DAMAGES IN AN AMOUNT NOT
TO EXCEED THE PURCHASE PRICE PAID BY BUYER FOR THE PRODUCT IN RESPECT
TO WHICH THE CLAIM IS MADE. IN NO EVENT SHALL SELLER BE LIABLE FOR
SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OR
LOST PROFITS, WHETHER BUYER'S CLAIM IS IN CONTRACT, NEGLIGENCE, STRICT
LIABILITY OR OTHERWISE EVEN IF SELLER HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGE.
Buyer represents and warrants that its use products ordered will not
violate any law or regulation. IN CONSIDERATION OF THE SALE OF PRODUCT
TO BUYER, WHICH SALES SELLER WOULD NOT OTHERWISE MAKE, BUYER AGREES TO
INDEMNIFY AND HOLD SELLER HARMLESS FROM ALL CLAIMS, EXPENSES, LOSSES
AND LIABILITY OF ANY NATURE WHATSOEVER ARISING OUT OF BUYER'S HANDLING
AND/OR USE OF PRODUCT, WHETHER USED ALONE OR IN COMBINATION WITH ANY
OTHER SUBSTANCE OR BUYERS FAILURE TO PERFORM ITS OBLIGATIONS HEREUNDER,
INCLUDING WITH RESPECT TO ANY CLAIMS BROUGHT BY BUYERS OFFICERS,
EMPLOYEES, CUSTOMERS, AGENTS, REPRESENTATIVES, SUCCESSORS OR ASSIGNS,
OR ANY THIRD PARTY (INCLUDING WITHOUT LIMITATION, END USERS OR FREIGHT
CARRIERS).
All orders shall be governed by the law of the Commonwealth of
Massachusetts without regard to its choice of law principles. Any
litigation concerning an order shall be brought in the United States
District Courts and/or State courts located in the Commonwealth of
Massachusetts and the parties hereby agree to submit to the jurisdiction
of these courts for such purposes. The parties further agree that the
Convention on Contracts for the International Sale of Goods shall have
no application with respect to this order.
Buyer will not in connection with the order or the goods purchased or
to be purchased under it, offer, pay, promise to pay, or authorize
the giving of any financial or other benefit to any person for the
purpose of obtaining an improper advantage, or otherwise conduct
itself in a manner contrary to the applicable anti bribery laws.
Seller may terminate the order immediately upon written notice where
Buyer is found to have breached this clause, and Buyer shall indemnify
Seller from all damages, penalties, fines and/or costs of any kind
arising from, or relating to, any such breach.
Each product is accompanied by a Material Safety Data Sheet (MSDS) in
compliance with the OSHA Hazard Communication Standard. If one is not
immediately available, a copy will be sent via mail as soon as possible.
Buyer shall review all relevant information available to ensure safe
use of products. If an MSDS is needed prior to shipment of a product,
or in case of an emergency, please contact Seller's Customer Service
Department. Seller furnishes the information on each Material Safety
Data Sheet without warranty.
At Buyer's request, Seller may furnish technical assistance and
information with respect to products sold. Unless otherwise agreed in
writing, all such technical assistance and information will be
provided without any representation or warranty and Buyer, as the user,
assumes sole responsibility for results obtained in relying on this
information. SELLER MAKES NO WARRANTIES OF ANY KIND OR NATURE WITH
RESPECT TO TECHNICAL ASSISTANCE OR INFORMATION PROVIDED, INCLUDING
WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE. Any suggestions by Seller regarding use,
application, or suitability of the products shall not be construed as
an express or implied warranty. Seller strives to keep all technical
discussions confidential, however, Seller makes NO guarantee that such
discussion or information will remain confidential.
All of Seller's products shall be handled only by qualified and trained
individuals. In purchasing these products, the Buyer acknowledges that
there are hazards associated with their use. Buyer represents and
warrants to Seller that from Buyer's own independent review and study
it is fully aware and knowledgeable about (a) the health and safety
hazards associated with the handling of the products purchased; (b)
industrial hygiene controls necessary to protect its workers from such
health and safety hazards; (c) the need to adequately warn of health
and safety hazards associated with products; and (d) government
regulations regarding the use of and exposure to such products.
Seller does not warrant that its products are listed in the chemical
substances inventory under the Toxic Substances Control Act (TSCA).
The Buyer represents and warrants that the use of products purchased
from Seller will be in full compliance with the act and its regulations.
Buyer acknowledges that all products purchased or received from Seller
are subject to export control laws, restrictions, orders, rules and
regulations of the U.S. and foreign agencies or authorities
(collectively, Export Laws). Buyer represents and warrants that it will
comply with all applicable Export Laws, and shall not export, divert,
re-export, transship or transfer to any prohibited or embargoed country,
restricted party or otherwise in contravention to such Export Laws.
Buyer represents and warrants that it is not on any restricted party
list maintained by the U.S. Government and is not prohibited by
applicable law from purchasing any products hereunder. Buyer shall be
responsible for determining its compliance obligations, including
obtaining any export licenses or approvals required by the U.S.
Government or governments of other countries.
Sellers failure to enforce any rights hereunder shall not be construed
as a waiver of such rights, a continuing waiver, or a waiver in any
other instance. The rights and remedies of Seller are cumulative and
in addition to other rights and remedies available at law or in equity.
Seller shall not be liable to Buyer or be deemed to be in breach of
contract by reason of any delay in performing, or any failure to
perform, any of Sellers obligations in relation to the products, if
the delay or failure was due to any cause beyond Sellers reasonable
control, including, but not limited to, an act of God, explosion,
flood, tempest, fire or accident; war or threat of war, sabotage,
insurrection, civil disturbance or requisition; acts, restrictions,
regulations, bye-laws, prohibitions or measures of any kind on the
part of any governmental, regulatory or local authority; import or
export regulations, embargoes and/or sanctions (whether UN, EU
and/or US sanctions or otherwise); strikes, lock-outs or other
industrial actions or labor disputes (whether involving our employees
or those of a third party); difficulties in obtaining raw materials,
labor, fuel, parts or machinery; and power failure or breakdown in
machinery.
