Commercial Terms and Conditions

“Terms” means these standard terms and conditions. “Company” means Aquatic Diagnostics Limited, Institute of Aquaculture, University of Stirling, Stirling FK9 4LA. “Customer” means you, the reader.

1. General

1.1 The products shall be those set forth in the product list.

1.2 By ordering a Product in accordance with this document, the Customer accepts these terms and conditions. The terms and conditions may be subject to change at any time, and it is the Customer’s responsibility to verify the terms and conditions before ordering such Products to check for any modifications or changes.

1.3 All orders placed by a Customer shall be subject to (i) the written acceptance by the Company in accordance with Clause 1.5 below; and (ii) the availability of the product.

1.4 The Customer must provide the Company with the full name of their company, its address, telephone and fax numbers, and VAT number (if applicable). Please refer to the Company’s Privacy Policy for further information on our data collection and dissemination practices.

1.5 Upon receipt of the order, the Company will confirm the acceptance of the order in writing or by email.

1.6 The Company will use all reasonable efforts to deliver the Products to the Customer as soon as possible after the payment date and, if possible, within 7 days following the payment date. For the avoidance of doubt, the Company will not be in breach of these Terms nor be liable for failing to deliver the Products to the Customer on that date.

1.7 Unless the Company specifically agrees otherwise in writing, these Terms shall govern all contracts between the Company and the Customer for the sale of any of the Products and shall prevail over any condition or term stipulated, mentioned, or incorporated by the Customer in their order or negotiations.

2. Price

2.1 The prices of the Products (the “Price”) shall be those set forth in the Price List and correct at the time the information is entered. However, the Company reserves the right to change the Price without prior notice.

2.2 All quoted prices are in the Euro currency (“€”).

2.3 All quoted prices do not include VAT or any other tax, fee, or charge that the Customer must pay in addition to the Price.

3. Payment and Delivery

3.1 Unless the Company agrees otherwise in writing, the Customer must make payment of the total Price (including VAT) and any additional costs (including, but not limited to, shipping/packaging/transportation costs) in full before delivery is effected.

3.2 The Customer hereby agrees to make payment to the Company by credit card or bank transfer.

3.3 When the Products are to be sold to a Customer residing outside Europe, payment shall be made in Euros.

4. Cancellation

4.1 Although every effort will be made to accommodate the individual requirements of the Customer, the Company shall have no obligation to accept modifications or cancellations of any order or part thereof. If the Company accepts the cancellation, the Customer shall pay all costs or expenses incurred up to the cancellation date and all losses or damages resulting from the cancellation.

4.2 The Company shall have the right to cancel any contract(s) with the Customer (subject to refund of the Price previously paid by the Customer) without penalty at any time by providing written notice to the Customer.

5. Use of the Product

5.1 The product information sheet (“Product Information Sheet”) provided with the Products sets forth the recommended use and storage by the Company for the Products. The information contained in the Product Information Sheet is for informational purposes only and should not be relied upon. The Company accepts no liability and excludes all liability for any damages and losses in connection with the use of the Product and/or the information contained in the Product Information Sheet. Although the Company believes the information is true and accurate at the date of drafting, the Company cannot guarantee the accuracy, timeliness, or applicability of the information in relation to specific situations or circumstances.

5.2 Although the Company takes all precautions when responding to requests for information and advice by telephone, fax, and email, the Company accepts no liability if the information related to the Customer’s order becomes distorted during transmission.

5.3 Any claim by the Customer based on a breach of the Products must be notified to the Company in writing within [10] days from the date of delivery of the Products. If the Customer does not notify the Company in accordance with this Clause, the Company shall have no liability for such breach.

6. Liability

6.1 Without prejudice to any contrary provision in these Terms and except for the Company’s liability for death and personal injury caused by its negligence, the Company’s liability under these Terms (whether in contract, tort, or otherwise) shall be limited to the Price paid by the Customer for the relevant Products.

6.2 In no event shall the Company be liable for indirect damages, including, without limitation, loss of business or income, loss of profits, loss of goodwill, or any other consequential damages, regardless of whether the Company has been advised of the possibility of such damages or is negligent.

6.3 The Company’s liability for the sale and delivery of the Products is expressly established and limited in these Terms. All other warranties, rights, obligations, representations, commitments, liabilities, terms, and/or conditions (whether express or implied, or arising from a contract, tort, or otherwise, regardless of the Company’s negligence) in relation to the Products – and all such warranties, rights, obligations, representations, liabilities, terms, or conditions – are hereby expressly excluded.

7. Quality Control

The Company will endeavor to comply with all applicable regulations and other legal requirements, including CE requirements, relating to the sale and delivery of the Products.

8. Termination

8.1 The Company may defer or suspend the performance of the contract and/or treat these Terms as terminated if the Customer:
  8.1.1 breaches any of these Terms;
  8.1.2 undergoes insolvency proceedings of any kind or enters into any agreement with its creditors.

8.2 Termination for any reason shall not affect any rights and remedies accrued by the parties as of the date of such termination, nor any right or obligation which by its nature is intended to survive termination.

9. Miscellaneous

9.1 If the Company is delayed or prevented from delivering the Products due to circumstances beyond its control, the Company may cancel or suspend the contract without any liability (subject to providing the Customer with the appropriate refund in the event that such delay or impediment is not due to an act or omission of the Customer).

9.2 These Terms shall be governed by and construed in accordance with Spanish law. The Customer hereby submits to the non-exclusive jurisdiction of the Spanish courts.

9.3 The Company shall be responsible for complying with the laws and regulations of Spain to the extent that products manufactured in Spain are exported. Compliance with and the implementation of applicable laws and regulations outside Spain shall be the sole responsibility of the Customer.

9.4 The headings in these Terms are provided for reference only and do not affect their interpretation.

9.5 If any provision of these Terms is deemed by any competent authority to be invalid or unenforceable, in whole or in part, the validity of the remaining provisions shall not be affected.

9.6 The Company’s failure or omission to enforce strict compliance with these Terms by the Customer shall not constitute a waiver of any of these Terms.

9.7 Notices must be made in writing to the address of the Company or the Customer and shall be deemed delivered on the first business day after being hand-delivered or (subject to confirmation of transmission) by telex or fax, or on the third business day after being prepaid and sent by first-class mail to the address of the Company or the Customer.