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| 1. |
BASIS OF SALE |
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| 5 |
DELIVERY AND RETURN |
| 5.1 |
Delivery of Goods shall be at Buyer’s cost to the Buyers place of business as notified in writing to Chembio. Applicable delivery charges are pre-paid by Chembio and added to the Buyer’s invoice as a separate line item. |
| 5.2 |
Goods supplied will not be accepted for return unless returned in accordance with an authorisation issued by Chembio. |
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| 6 |
RISK AND PROPERTY |
| 6.1 |
| Risk shall pass to the buyer: |
| 6.1.1 |
where Goods are stored by Chembio upon such Goods being stored; or |
| 6.1.2 |
in all other cases upon delivery or attempted delivery (where Buyer refuses delivery). |
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| 6.2 |
Property in the Goods shall not pass to the Buyer until all amounts due have been received by Chembio in full. |
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| 7 |
WARRANTIES AND LIABILITIES |
| 7.1 |
Subject as mentioned below, Chembio warrants that its Goods perform as described in the Chembio product information sheets, which state the conditions and results of product performance tests conducted in our quality assurance laboratory. These results are warranted to meet or exceed our published specifications when used under normal conditions in a laboratory. |
| 7.2 |
To the fullest extent permitted by law, Chembio's total liability to the Buyer under these terms and conditions is subject to the conditions of this Section. |
| 7.3 |
Should any product fail to perform as warranted, Chembio's sole liability shall be limited to such replacement of the Goods or full credit of the purchase price at the discretion of Chembio. |
| 7.4 |
The above warranty is subject to:
| 7.4.1 |
Chembio being under no liability for any defect in the goods resulting from Buyers designs or requirements, wilful damage, negligence, failure to follow instruction, misuse, use beyond its expiry date (if applicable) or if the amounts due have not been paid in full to Chembio. |
| 7.4.2 |
Chembio being under no liability for any incidental, consequential or contingent damages. |
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| 7.5 |
All other warranties and conditions expressed or implied are expressly excluded to the fullest extent permitted by law. |
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| 8 |
HAZARDS AND TOXICITY |
| 8.1 |
All Goods offered by Chembio are intended for use by qualified professionals who are trained in good laboratory procedures and are familiar with their potential hazards. |
| 8.2 |
Chembio Goods having known toxicity are shipped with a Material Safety Data Sheet which describes, to our knowledge, the potential dangers. The absence of a toxicity warning does not, however, preclude a possible health hazard. |
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| 9 |
PRODUCT USE LIMITATIONS, Trademarks, Service Marks and Patents |
| 9.1 |
Unless specified otherwise, all Chembio Goods are sold for research and/or in vitrouse only. |
| 9.2 |
Please see Technical and Legal References section of the current catalogue for acknowledgements, disclaimers, trademarks, service marks and patent information. |
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| 10 |
GENERAL |
| 10.1 |
Headings are for reference only and shall not affect interpretation. |
| 10.2 |
Notices shall be served by post on the registered offices of the parties or principal place of business. |
| 10.3 |
No waiver of a breach of contract by Chembio shall operate as a waiver of any other or subsequent breach. |
| 10.4 |
If any provision of these conditions is held invalid or unenforceable in whole or part, the validity or enforceability of the other provisions shall not be affected. |
| 10.5 |
These Terms and Conditions and any Contract are governed by English law. Any dispute arising out of or in connection with these Terms and Conditions shall be determined by the English courts. |
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| 1.1 |
Chembio Limited (“Chembio”) will sell and the person, firm, company or institution (“Buyer”) will purchase the goods listed on Chembio’s current product and price list (“Goods”) subject to these terms and conditions. |
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| 1.2 |
No quotation given by Chembio shall constitute an offer to supply the Goods. An order placed by the Buyer, whether or not in response to a quotation, shall constitute an offer made to Chembio subject to these terms and conditions. No terms or conditions put forward or implied by the Buyer, in the order, correspondence or elsewhere shall be binding on Chembio and such conditions or stipulations are hereby excluded and extinguished. |
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| 1.3 |
All contracts for Goods are subject to availability. |
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| 1.4 |
Any error or omission in any quotation, catalogue, sales literature, invoice or other document issued by Chembio shall be subject to correction by Chembio without liability to Chembio. |
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| 2 |
ORDERS |
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| 2.1 |
The buyer shall be responsible to Chembio for the accuracy of all orders. In the event of a discrepancy between a catalogue number and its product description, the catalogue number will be used to satisfy the order. |
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| 2.2 |
The Buyer shall be responsible to Chembio for all confirmation orders to be clearly marked “CONFIRMATION” to avoid duplication of an order. |
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| 2.3 |
All Buyer’s orders are subject to Chembio’s acceptance. |
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| 2.4 |
Chembio reserves the right to make changes in the specification of Goods ordered which do not materially affect quality or performance of the Goods. |
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| 3 |
PRICE |
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| 3.1 |
Unless specifically agreed otherwise, the price for the Goods will be that as shown in Chembio’s current catalogue at the time of delivery. |
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| 3.2 |
Chembio reserve the right without notice to vary or amend the price for the Goods shown in any price list, literature or in any other document issued by Chembio. Such price changes shall not apply to accepted orders. |
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| 3.3 |
The price is exclusive of Value Added Tax and all other similar sales taxes. |
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| 3.4 |
Chembio reserve the right to charge a delivery, packaging and/or handling charge on all orders. |
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| 3.5 |
UK Customers who are VAT exempt are required to supply a VAT Exemption Certificate with their order. Failure to comply will mean that the customer will be charged VAT at the prevailing rate. |
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| 4 |
PAYMENT |
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| 4.1 |
Our terms are strictly 30 days from date of invoice. No settlement discounts or other deductions may be made against amounts due on invoices. |
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| 4.2 |
The time for payment shall be of the essence for all contracts for Goods. In the event of default in payment by a due date, Chembio reserves the right, without prejudice to other rights, to: (i) charge interest at the base rate +2% as of the time of default and/or (ii) suspend further deliveries |
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| 4.3 |
For Buyers with an agreed credit account facility with Chembio, unless specifically agreed otherwise, the payment terms are 30 days from invoice date. |
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| 4.4 |
For Buyers without an agreed credit account facility with Chembio, unless specifically agreed otherwise, Chembio is to have received cleared funds for all amounts due before dispatch of the Goods. |
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| 4.5 |
All amounts due are payable in pounds sterling or any lawfully recognized currency that may replace the pound sterling by draft on a United Kingdom bank unless otherwise agreed in writing. |
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| 4.6 |
All costs including legal expenses incurred by Chembio in recovering overdue debts will be payable by the Buyer. |
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| 4.7 |
Chembio reserve the right to withhold further supplies in the event of amounts payable being overdue, breach of any of these conditions or for any other reason which at the discretion of Chembio warrants such action |
