Eagle Biosciences Terms and Conditions


Pricing

Prices are in U.S. dollars, exclusive of taxes and duties, and are subject to change without notice. Current prices are confirmed at the time the order is accepted. All orders are subject to final acceptance by Eagle Biosciences, Inc. Prices are EXW (Incoterms 2010) Eagle Biosciences location. Bulk prices are available for larger quantities of most products.

Unless otherwise specified or required by law, all prices will be quoted and billed exclusive of customs, duties or taxes, and Buyer shall be responsible for all such applicable duties and taxes (exclusive of taxes on Eagle Biosciences’ income). If exemption from such taxes is claimed, Buyer must provide a certificate of exemption at the time the Purchase Order is submitted to Eagle Biosciences, and Buyer agrees to indemnify Eagle Biosciences for any unpaid taxes in the event such exemption is not applicable.

Payment

Credit terms must be previously approved by Eagle Biosciences, in which case terms of payment are net thirty (30) days from the date of invoice. Any late payments are subject to a finance charge of the lesser of 1.5% per month (18% per annum) or the maximum amount allowed by law. Eagle Biosciences reserves the right to require payment in advance and otherwise to modify credit terms.

Payment is due within 30 days of the date of the invoice with interest charged on any past due amount. We reserve the right not to accept the cancellation of an order. VISA, MasterCard or Discover credit card payments are accepted as well as wire transfer and PayPal payments.

Shipping

Shipment shall be EXW (Incoterms 2010) Eagle Biosciences location and the manner of shipment shall be at Eagle Biosciences option, unless specified by Buyer at the time of order acceptance. Buyer shall be responsible for all shipping charges, including but not limited to shipping, transportation, duties, taxes and insurance costs. For products requiring either blue or dry ice, special packaging charges will be prepaid and added to the invoice. Temperature-sensitive materials are shipped via air freight. Shipping charges are prepaid and added to the invoice or may be billed directly to the customer’s FedEx or DHL account. The customer is responsible for prompt customs clearance. Always include with your purchase order all information needed to speed delivery time, including: customs requirements, customs agent, airport, etc. Please inspect immediately upon arrival and store at the indicated temperatures. Please notify us immediately if there is any damage or if a shipment does not arrive in a timely manner.

Availability

Many products are in stock for immediate delivery. However, lengthy preparation and quality control may occasionally cause a delay, so that some products may not always be available. In this case, backorders will be filled in the order in which they are received.

Warranty

Eagle Biosciences, Inc. warrants its Product(s) to operate or perform substantially in conformance with its specifications, as set forth in the accompanying package insert. This warranty is expressly limited to the refund of the price of any defective Product or the replacement of any defective Product with new Product. This warranty applies only when the Buyer gives written notice to the Eagle Biosciences within the expiration period of the Product(s) by the Buyer. In addition, Eagle Biosciences has no obligation to replace Product(s) as result of a) Buyer negligence, fault, or misuse, b) improper use, c) improper storage and handling, d) intentional damage, or e) event of force majeure, acts of God, or accident.

Eagle Biosciences makes no warranties, either expressed or implied, except as provided herein, including without limitation thereof, warranties as to marketability, merchantability, fitness for a particular purpose or use, or non-infringement of any intellectual property rights. In no event shall the company be liable for any indirect, incidental, or consequential damages of any nature, or losses or expenses resulting from any defective product or the use of any product. Product(s) may not be resold, modified, or altered for resale without prior written approval from Eagle Biosciences, Inc.

Returns

Due to the nature of the products, all sales are considered final. Buyer must notify Eagle Biosciences within 5 days of receipt of defective or damaged products or said products will be deemed to have been accepted. Return shipments will not be accepted without prior authorization by Eagle Biosciences.

Use and Safe Handling of Products: All products listed in this catalog are for research and investigational use only. They should be handled by, and under the supervision of, qualified individuals adequately trained in laboratory safety, and familiar with potential hazards. Note: information is not available regarding potential hazards which may be associated with many of our products. The absence of a specific warning should, therefore, not be taken as an indication of safety. By accepting delivery of a product listed herein, the customer is bound to acceptance of responsibility for proper handling and accepts the liability for any loss or damage to persons or property that may result from its handling.

Patent Disclaimer

The responsibility for all patent considerations in the use of our products rests solely with the user.

Indemnification

In the event of a claim by a third party of infringement of proprietary rights, trademarks, or patents, resulting from compliance with Buyer’s designs, specifications, or instructions Buyer will defend, indemnify and hold Eagle Biosciences harmless against any expense or loss ensuing from such a claim.

Force Majeure

Eagle Biosciences shall not be liable for any loss, delay or failure to perform resulting from any circumstance, direct or indirect, reasonably beyond its control including, without limitation, fire, flood, accident, explosion, mechanical breakdown, strike or other labor trouble, plant shutdown, unavailability of or interference with the usual means of transporting the Product or compliance with any law, regulation, order, recommendation or request of any governmental authority. In addition, Eagle Biosciences shall be so excused in the event it is unable to acquire from its usual sources and on terms it deems to be reasonable, any material necessary for manufacturing the Product. In the event that there should be a shortage of any Product, Eagle Biosciences may apportion its available Product among itself, its affiliates and all its customers in such equitable manner as it deems fair and reasonable. Any delivery date may be extended, at Eagle Biosciences’ option, to the extent of any delay resulting from any force majeure event.

Limitation Of Liability

In no event shall Eagle Biosciences be liable for any consequential, incidental, indirect, exemplary, punitive, special or other damages whatsoever resulting from Eagle Biosciences’ performance or failure to perform under these terms or the furnishing, performance or use of any products sold pursuant hereto. In no event shall Eagle Biosciences’ liability exceed the U.S. dollar amount equal to the amount paid by buyer for the cost of the products paid by buyer under the applicable invoice giving rise to a claim.


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