Abeomics: Abeomics, Inc. is California Corporation with its headquarter at9853 Pacific Heights Blvd., Suite D, San Diego, CA 92121
Customer: any person or organization purchasing Products from Abeomics.
Order: the Customer’s order for Products as set out on the relevant Abeomics order form (either online or otherwise).
Products: Abeomics branded products are either manufactured by by Abeomics or distributed by Abeomics on behalf of Abeomics's suppliers and available through Abeomics’ catalog.
Use for Internal Research Purposes: in vitro use of Product by a party, its employees, and/or its agents as an end user in connection with its own internal research, development or educational use and expressly excludes use for Commercial Purposes.
Commercial Purposes: use for any commercial purpose of any kind, including without limitation: for any therapeutic, diagnostic, prophylactic or in vivo purpose; for resale or transfer in any form (including as part of a kit) to a third party; for analysis or reverse engineering of the Product; for manufacturing; for the provision of services to third parties.
BASIS OF CONTRACT AND ORDER ACCEPTANCE
The Order constitutes an offer by the Customer to purchase the Products in accordance with these Terms and Conditions.
These Terms and Conditions apply to the exclusion of any other terms which the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing unless otherwise agreed with Abeomics in writing. Abeomics may amend these Terms and Conditions from time to time by posting a new version on its website. The Terms and Conditions that will apply to Customer’s Order will be those in place at the time that the Order was submitted to Abeomics.
Abeomics shall confirm in writing any Order placed by Customer about delivery costs, expected delivery time, and any other information relevant to the Order.
SUPPLY OF PRODUCTS
Ordering. The following information is required to process an order:
Shipping and Delivery. Shipments are made in accordance with Abeomics’s standard commercial practices via a carrier selected by Abeomics, unless otherwise agreed in writing between the parties. Delivery times are approximate but Abeomics will use commercially reasonable efforts to complete delivery as set out on the Order acceptance confirmation.
Risk and Title. Risk in Product passes on delivery. Title to Product does not pass until the Product has been paid for in cleared funds.
Inspection. Packaging and Product should be inspected immediately upon receipt. Notification of damage, shortages or defects should be communicated to Abeomics immediately by e-mail or fax.
Incorrect orders. Abeomics may at its discretion, accept the return of any Product ordered incorrectly, subject to a 20% restocking charge on the items plus any shipping, handling and packaging costs. Abeomics will not accept returns of Products ordered incorrectly which have special shipping requirements including those shipped on dry ice and those hazardous for transport, any custom Products (including custom modified Products, custom formulations and custom pack size).
PRICE AND TAX
Prices do not include freight and packing, and applicable sales tax or import duties where these are applicable. Price and other information provided is subject to change without notice, and prices may be changed up to the time of dispatch. If prices change between the time of receipt of an Order and dispatch, Abeomics will contact Customer in advance.
INVOICING AND PAYMENT
Invoices should be paid no later than 30 days after the invoice date, and Customers must themselves pay any bank charges that are incurred in making the payment. Full payment instructions will be set out on the invoice. At any time and without notice, past due amounts under any invoice may be offset by Abeomics against overpayments, credits or any other amounts due to the customer from Abeomics. Abeomics reserves the right to charge interest on any overdue payments at the rate of 1.5% per annum.
LIMITED LICENCE AND USE LIMITATIONS
All intellectual property rights relating to Products are solely and exclusively owned by Abeomics. In respect of Products Customer purchases from Abeomics or Abeomics's authorized distributors, Abeomics grants to Customer a limited, non-exclusive, non-transferable, non-sublicensable, royalty-free license under such intellectual property, to use such Product for Customer’s own Internal Research Purposes only.
LIMITATION OF LIABILITY AND EXCLUSIONS
Abeomics shall not be liable for failure to perform any of its obligations resulting from circumstances beyond its reasonable control. Abeomics will notify Customers as soon as practically possible after it becomes aware of deficiencies in any Product supplied. Any claim relating to Product shall be limited to replacement or refund of original purchase price paid.
All customers agree to comply with all United States laws and regulations controlling the export of commodities and technical data and that they will be solely responsible for any violation of such by their actions. In particular, it is understood and acknowledged that the transfer of certain commodities and technical data is subject to United States laws and regulations controlling the export of such commodities and technical data, including all Export Administration Regulations of the United States Department of Commerce. These laws and regulations, among other things, prohibit or require a license for the export of certain types of technical data to certain specified countries.
Nothing in these Terms and Conditions is intended to provide any rights to third parties to enforce any term.