Terms and Conditions for Sales of Products
Terms and Conditions for Sales of Products
1. Pricing: Pricing is as stated on the CellMosaic, Inc. (“CellMosaic”) website. CellMosaic reserve the right to adjust the price based on the complexity and cost of materials at any time. Please check back often to see the current price. Discount prices may be available for multiple orders of certain products. Discounts may also be available for large scale synthesis. Please send CellMosaic any inquiries about the availability of these discounts. Unless otherwise agreed to by CellMosaic in writing, all fees shall be due and payable within 30 days of the date of Customer’s receipt of CellMosaic’s invoice therefor. All payments not made when due shall be subject to late charges on a pro-rated daily basis equal to the lesser of: (i) two percent (2%) per month of the overdue amount, or (ii) the maximum amount permitted under applicable law. Customer shall reimburse CellMosaic for all fees and expenses, including reasonable attorneys’ fees, incurred to collect amounts owed by Customer.
2. Return & Refund Policy: Customer may return most new, unopened product within 30 days of delivery for a refund except for product that needs to be stored at -20 °C or below. A 10% restocking fee will apply to all product returns. Customer will pay the shipping cost for any returned products. If the product return is a result of CellMosaic’s error (for example Customer received an incorrect or defective product), CellMosaic will pay the return shipping costs and will replace or refund the cost of the product(s). Refunds will be issued within four (4) weeks of CellMosaic’s receipt of the product. In some cases, additional bank processing time and US holidays may affect the four-week refund time. If Customer needs to return or replace a Product, please email orders@cellmosaic.com with the order number and the reason for the return or replacement. Once CellMosaic has received and processed the returned Product, Customer will be notified via e-mail.
3. Replacement Policy for Kit Product: This policy applies to CellMosaic's Personalized Conjugation Kit (PerKit™) product or other kit products containing multiple items that are packed individually in the kit with check list(s). Once received, please check the items of the kit carefully. If one or more items are missing, incorrect, or physically damaged during transportation, CellMosaic will replace those items only.
4. Warranty: CellMosaic warrants to Customer that each product shall conform to the applicable specifications at the time of its shipment. If the product doesn't conform to the applicable specifications, CellMosaic will, at its option, either replace the product or return the purchase price paid by Customer for such non-conforming product, provided that Customer returns the alleged non-conforming product within 30 days of its receipt of the product. EXCEPT AS EXPRESSLY STATED HEREIN, CELLMOSAIC MAKES NO WARRANTY, (EXPRESS, IMPLIED OR STATUTORY) AND HEREBY DISCLAIMS ANY AND ALL WARRANTIES, REPRESENTATIONS, OR CONDITIONS, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
5. Intellectual Property: CellMosaic’s products, including without limitation AqT™, NeIon™, oxLink™ and sxLink™, may be covered by one or more domestic and/or international patents and patent applications, including without limitation U.S. patent and patent application numbers 8,907,079B2, 9,511,150B2, US 14/965,699, US9,346,833B2, US 9,518,067B2, and equivalent patents and patent applications in other countries.
6. Restricted Usage: Customer acknowledges and agrees that CellMosaic’s products are made available solely for use for the Customer’s internal research and development purposes, and Customer agrees that it will not use such products for any commercial purposes. Prohibited commercial uses of such products shall include, without limitation: (1) the sale, lease, license or other transfer of the product or any material derived or produced therefrom, (2) the sale, lease, license or other grant of rights to use the product or any material derived or produced therefrom, and (3) the use of product to perform services for a fee for third parties, including contract research and drug screening.
7. Shipping: CellMosaic can ship product to virtually any address in the world as allowed by US policy and laws. Note that there are restrictions on some products, and some products cannot be shipped to international destinations. When Customer places an order, CellMosaic will estimate shipping and delivery dates for Customer based on the availability of the product and the shipping options selected by Customer. Depending on the shipping provider selected by Customer, shipping date estimates may appear on the shipping quotes page. For hazardous products and materials, additional charges for special packaging and handling will be added to the invoice. All product shipped will be insured for the default $100 value by FedEx, unless otherwise specified by the Customer. All international orders will be shipped via FedEx or DHL. Shipping charges will be added to the invoice. A $25 documentation and handling fee will be added. The Customer will be responsible for any import taxes, customs duties, and/or fees imposed by the destination country. For fast clearance and delivery, all international Customers are asked to supply CellMosaic its tax ID or value added tax identification (VAT) number and its FedEx or DHL account number prior to shipment if they have an account with FedEx or DHL.
8. Limitation of Liability: EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL CELLMOSAIC BE LIABLE TO CUSTOMER FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THE PRODUCT, EVEN IF IT HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR EVEN IF SUCH DAMAGES WERE REASONABLY FORESEEABLE. IN NO EVENT SHALL CELLMOSAIC’S AGGREGATE AND CUMULATIVE LIABILITY TO CUSTOMER EXCEED THE AMOUNT PAID OR PAYABLE TO CELLMOSAIC FOR THE PRODUCT THAT GAVE RISE TO SUCH LIABILITY.
9. Terms of Use: CellMosaic's products are developed and designed for research use only (RUO) and are not to be used for any other purposes. All of the products should be handled only by qualified and trained personnel. Customer hereby agrees to indemnify and hold CellMosaic and its officers, directors, employees and agents harmless from and against any and all losses, damages, and expenses suffered by them and arising from the Customer’s usage of any CellMosaic's products or Customer’s failure to comply with applicable law or the terms set forth herein.
10. Governing Law: This Term shall be interpreted and enforced in accordance with the laws of the Commonwealth of Massachusetts, without regard to conflicts of law principles.