Terms & Conditions


In these conditions the following terms shall have the following meanings:

Company: means vision-biotech OEM Limited.

Registered Address: c/o Berry Smith LLP, Haywood House, Dumfries Place, Cardiff, CF10 3GA, UK

Registered in: England and Wales Number 8368483.

Customer: means the customer of the Company.

Terms and Conditions: means these terms and conditions for the sale of Goods by the Company to the Customer.

Goods: means any goods forming the subject of these Terms and Conditions including parts and components of or materials incorporated in them.

Price: means the price of the Goods as detailed on the Website, as amended from time to time.

VAT: means value added tax as applied at the appropriate rate and varied from time to time.

Website: means the website at http://www.vision-biotech.com.

Working Day: means any day other than a Saturday or a Sunday on which banks generally are open for business in London.

1.聽 Formation of Contract

1.1. These Terms and Conditions cannot be varied without the written consent of the Company.

1.2. Subject to written acceptance by the Company, the Company shall not be bound by any conditions or warranties contained in the order form or any other documents of the Customer. Orders accepted by the Company cannot be cancelled by the Customer.

1.3. The Contract shall be governed by English law and the Customer consents to the exclusive jurisdiction of the English courts in all matters regarding it except to the extent that the Company invokes the jurisdiction of the courts of any other country.

1.4. These Terms and Conditions over ride and take the place of any other terms or conditions from or referred to by the Customer.

2.聽 Prices

2.1. Prices of Goods shown on the Website are subject to alteration without notice.

2.2. Goods will be invoiced at the Price displayed at the time date of ordering. All Prices quoted are exclusive of postage and packaging.

2.3. Currency rates against the GB Pound displayed may vary slightly from current market rates as small adjustments may not be accounted for.

2.4. The total purchase price, including VAT and delivery charges will be displayed in your shopping cart prior to confirming the order.

2.5. Payment will actually be made in GB Pounds, Euros or US dollars. The rate charged by your bank may be slightly different as they may charge costs.

3.聽 The Sale Process

3.1 Nothing in these Terms and Conditions shall affect the Customers statutory rights.

3.2 These Terms and Conditions shall apply to all contracts for the sale between the Customer and the Company and shall prevail over any other documentation or communication.

3.3 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Company.

3.4. The Company may choose not to accept an order for any reason and shall not be liable to anyone for withdrawing any Goods from the Website or for refusing to process an order.

3.5. After the order is received, the Company shall confirm by email the details, description and Price for the purchase. This email will act as a receipt for the purchase of Goods.

3.6. Payment of the Price plus VAT and delivery charges must be made in full before dispatch of any Goods purchased.

3.7. If you have clicked on a product and decide to cancel your order, it is possible to cancel if you have not already clicked on payment. Cancellation is not possible once your order is being processed by our fully automated systems. If you receive a product that is damaged in some way, we will, of course, be happy to provide a replacement copy. In any of these circumstances, inform us through our help facility.

4.聽 Payment

4.1. All payments to be made by the Customer to the Company shall be made by debit or credit card in immediately available funds on the due date. Only Visa and Mastercards are accepted.

4.2. Where applicable, all payments to be made under these Terms and Conditions are calculated with regard to VAT (or any similar tax replacing or introduced in addition to the same VAT) and the Customer shall pay such VAT as is required from time to time by law. In the instance that a Customer is exempt from the payment of VAT, a valid original VAT exemption certificate must be forwarded (fax or email) to the Company prior to placing the first order for this to apply.

4.3. The Customer shall have no right to deduct, set off, counterclaim or withhold any amounts owing to or alleged to be owing to it by the Company.

5.聽 Title聽

5.1. For the purpose of section 12 of the Sale of Goods Act 1979 the Company shall transfer only such title or rights in respect of the Goods as the Company has and if the Goods are purchased from a third party shall transfer only such title or rights as that party had and has transferred to the Company.

5.2. Notwithstanding the earlier passing of risk, title in the Goods shall remain with the Company and shall not pass to the Customer until the amount due has been paid in full.

6.聽 Delivery聽

6.1. Whilst the Company will make every effort to adhere to delivery dates the Company will accept no responsibility in the case of delayed or non-delivery.

6.2. All claims regarding quality, shortages and errors must be received by the Company in writing within seven days of receipt of the Goods.

6.3. The Company can only be responsible to supply the kind and quantity of Goods ordered.

6.4. All Goods supplied by the Company should be examined and tested on receipt and any precaution respecting storage or danger to persons should be taken after receipt. In so far as permitted by law, the Company will accept no responsibility for the consequences of inadequate storage precautions or injury to persons resulting from careless use of the item.

6.5. The Company cannot be held responsible for breakages or loss in transit of any item despatched by the Company. In the event of such loss both the carriers concerned and the Company must be advised in writing in detail within seven days. In the case of any item being received damaged, notification to the same should be made in writing within three

6.6. Return of Goods not required. Goods received remaining unopened and correctly stored but not required may be returned if agreed in writing by the Company. Returned Goods must be accompanied by a written, signed, statement confirming they have stored unopened and at the correct storage temperature specified on the CofA. The cost of the Goods, not including shipping and packaging charges, will be refunded or credited, less a 15% administration fee.

6.7. The company cannot accept responsibility for Goods spoilt by being held up in customs.
6.8. Goods have been purchased by you in accordance with Regulation 13 of the Consumer Protection (Distance Selling) Regulations 2000.

7.聽 Scope of Contract聽

7.1. The Company will not be liable whatsoever for loss, damage, costs or direct or indirect expenses arising from any item supplied by the Company. In so far as permitted by law, the Company shall have no liability whatsoever for:

7.1.1. any defects resulting from wear and tear, accident, improper use by the Customer or use by the Customer except in accordance with the instructions or advice of the Company or neglect or from any instructions or materials provided by the Customer;

7.1.2. the suitability of any Goods for any particular purpose or use under specific conditions whether or not the purpose or conditions were known or communicated to the Company;

7.1.3. any descriptions, illustrations, specifications, figures as to performance, submitted by the Company contained in the Company鈥檚 catalogues, website, price lists or elsewhere since they are merely intended to represent a general idea of the Goods and not to form part of these Terms and Conditions or be treated as representations;

7.1.4. any technical information, recommendations, statements, or advice furnished by the Company, its servants or agents not given in writing in response to a specific written request from the Customer before the purchase is made.

8.聽 Extent of Liability

8.1. The Company shall have no liability to the Customer for any loss or damage of any nature arising from any breach of any express or implied warranty condition of the Terms and Conditions or any negligence, breach or statutory or other duty on the part of the Company or in any other way out of or in connection with the performance or purported performance of or failure to perform the its obligations under the Terms and Conditions except:

8.1.1. For death or personal injury resulting from the Company鈥檚 negligence; or

8.1.2. As expressly stated in the Terms and Conditions.

8.2. If the Customer establishes that any Goods have not been delivered, have been delivered damaged or do not comply with their description the Company shall, at its option, replace with similar goods any Goods which are missing, lost or damaged or do not comply with their description, allow the Customer credit for their invoice value.

8.3. If the Customer establishes that any Goods are defective the Company shall, at its option, replace with similar goods, allow the Customer credit for their invoice value.

8.4. The delivery of any replacement goods shall be at the Company鈥檚 premises or other delivery point specified for the original Goods.

8.5. Where the Company is liable in accordance with this condition in respect of only some or part of the goods the Terms and Conditions shall remain in full force and effect in respect of the other or other parts of the Goods and no set-off or other claim shall be made by the Customer against or in respect of such other or other parts of the Goods.

8.6. The Company shall not be liable where any Goods, the price of which does not include carriage, are lost or damaged in transit and all claims by the Customer shall be made against the carrier. Replacements for such lost or damaged Goods will, if available, be supplied by the Company at the prices ruling at the date of despatch.

8.7. In no circumstances shall the liability of the Company to the Customer under this condition exceed the invoice value of the Goods.

8.8. As we cannot guarantee the absence of infectious agents, material should be handled in a minimum Biosafety Level 2 Laboratory. This is recommended by the CDC/NIH in the manual 鈥淏iosafety in Microbiological and Biomedical Laboratories鈥 when potentially infectious human serum or blood are handled. Biosafety definitions and guidelines are described by the World Health Organisation in the 鈥淟aboratory Biosafety Manual.鈥

9.聽 Intellectual Property Disclaimer

9.1. The Company will accept no liability (to the extent permitted by law) for any claims made against the Customer for any infringement of patent rights, of registered or unregistered trade marks (including any copyright therein) or of registered or unregistered designs or copyright involved in the use, or resale or offering for re-sale of the products either as originally sold by the Company or otherwise, including, without limitation, their use in combination with other products or any operation of any process.

10.聽 Force Majeure

10.1. The Company shall be entitled to cancel or rescind any contract without liability for loss or damage resulting there from if the performance of its obligations under the Terms and Conditions is in any way adversely affected by any war, strike, lock-out, sit-in, trade dispute, flood, accident to plant or machinery or labour, failure or default by sub-contractors or any other cause whatsoever beyond the Company鈥檚 control and, without prejudice to the Company鈥檚 rights to claim such payments, the Company shall be under no obligation to continue or complete any order so varied.

11.聽 Assignments

11.1. Any contract or rights there under of the Customer may not be assigned in whole or in part without prior written consent of the Company.

12.聽 Confidentiality

12.1. The Customer shall not at any time whether before or after the termination of the contract divulge or use any unpublished technical information deriving from the Company or any other confidential information in relation to the Company鈥檚 affairs or business or method of carrying on business.

13.聽 Validity

13.1. Any provision of these Conditions which is void or unenforceable in any applicable jurisdiction shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provisions thereof.

14.聽 Notices

14.1. Any notice given under the Terms and Conditions shall be in writing and may be served:
- personally;
- by registered or recorded delivery mail;
- by facsimile transmission (the latter confirmed by post); or
- by any other means which a party specifies by notice to the other.

14.2. The Company鈥檚 address for the service of notice shall be the below mentioned address or such other address as it specifies by notice to the other and the Customer鈥檚 address for the service of notice shall be the address mentioned in the order form or acknowledgement or such other address as it specifies by notice to the Company.

14.3. A notice shall be deemed to have been served:
- if it was served in person, at the time of service;
- if it was served by post, 48 hours after it was posted; and
- if it was served by facsimile transmission or email, at the time of transmission.

15.聽 Headings

15.1. The Headings used in these Terms and Conditions are for convenience only and shall not affect the construction thereof.

Guidance Notes

1.1. The Company鈥檚 products are manufactured for research and invitro purposes only and are not suitable for drug, household or other uses.

1.2. Some reagents are marked with hazard warnings, others are not. The absence of a warning must not be interpreted as an indication of safety. The Company emphasises that information is not available on the possible hazards of many compounds.

1.3. Through the Company鈥檚 experience and/or extensive literature references the Company will classify certain items as extremely hazardous. If the Customer is unfamiliar with the hazards of these items, the Customer must download safety data sheets (MSDS) from the website before ordering.

1.4. Failure by the Company to classify a product as extremely hazardous does not imply lack of toxicity and hazards.

1.5. Each product supplied by the Company is intended for use by qualified professionals who will safely handle and dispose of the products they receive.

1.6. Whilst undertaking to take every care of materials provided by Customers the Company cannot be held liable for loss, damage, costs and direct or indirect expenses resulting from the failure of the product to perform to the specification of the Customer or from the loss of the material supplied by the Customer.

These Guidance Notes do not alter or vary the provisions of the Terms and Conditions.

vision-biotech is the trading name of vision-biotech OEM Limited. Registered in England and Wales Number 8368483. Registered address c/o Berry Smith LLP, Haywood House, Dumfries Place, Cardiff, CF10 3GA, UK