1. Scope
These terms apply to supply agreements between Lyotek and its exclusive distributor or a research organisation, formed by a written quotation and its written acceptance. They do not apply to any transaction on the distributor's website.
2. Specification
The written agreement should identify the exact compound and supplied form, net quantity, presentation, applicable tests and acceptance criteria. Confirm the scope against the documentation for that material.
No other specification is implied. Testing claims are limited to what the certificate states.
3. Documentation
Confirm the certificate and other records required for each lot in the written agreement. A catalogue entry or a lookup without a matching PDF does not establish that those records are available.
4. Delivery, title and risk
Delivery terms are stated in the quotation. Risk passes on delivery to the carrier unless the quotation states otherwise; title passes on payment in full.
The recipient is responsible for lawful import and for any duties or taxes levied on arrival.
5. Storage after delivery
Lyophilised vials are to be stored long term at −20 °C as lyophilised powder, short term at 2 to 8 °C, and at 2 to 8 °C once reconstituted. Bacteriostatic water at 20 to 25 °C. Lyotek is not responsible for product stored outside these conditions after delivery.
6. Non-conforming product
A lot that does not meet its certificate of analysis may be reported under the quality complaints procedure. Where non-conformance is confirmed, Lyotek replaces the lot or credits it, at its election. This is the sole remedy for non-conforming product.
7. Limitation of liability
Nothing in these terms excludes liability that cannot lawfully be excluded.
Subject to that, Lyotek's total liability under a supply agreement shall not exceed the amount paid for the product giving rise to the claim, and Lyotek is not liable for indirect or consequential loss, including loss of research outcomes.
8. Governing law
The governing law and forum for supply agreements are stated in each quotation.