Terms and Conditions of Use - Biotech Care LLC

1. Agreement to Terms

These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“User,” “Customer,” or “you”) and Biotech Care LLC (“Company,” “we,” “us,” or “our”), a company incorporated under the laws of [State/Country], with its principal place of business at [Company Address]. By accessing, browsing, or using our website located at [www.biotechcarellc.com] (the “Site”), our services, or purchasing our products (collectively, the “Services”), you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.

2. Eligibility and Account Registration

2.1 Eligibility

To use our Services, you must: (a) be at least 18 years of age or the age of majority in your jurisdiction; (b) have the legal capacity to enter into a binding contract; and (c) represent that you are purchasing products for legitimate research, clinical, or business purposes in accordance with all applicable laws. Our products are not intended for consumer or personal use.

2.2 Account Creation

Certain features of the Site require you to create an account. You agree to: (a) provide accurate, current, and complete registration information; (b) maintain and promptly update your account information; (c) maintain the security of your password and accept all risks of unauthorized access; and (d) notify us immediately of any unauthorized use. You are solely responsible for all activities conducted under your account.

3. Products and Services

3.1 Product Information

We provide research reagents, instruments, consumables, and related services (“Products”) for professional use. All technical data, specifications, and product descriptions on the Site are for informational purposes only and are subject to change without notice. While we strive for accuracy, we do not warrant that product descriptions or other content are error-free.

3.2 Intended Use

All Products are intended FOR RESEARCH USE ONLY (RUO) unless explicitly stated as “For In Vitro Diagnostic Use (IVD)” or “For Clinical Use.” They are not for human or animal diagnostic, therapeutic, or drug use unless specifically labeled otherwise. Customer is solely responsible for determining the suitability of Products for Customer’s intended application and for complying with all applicable laws, regulations, and institutional guidelines.

3.3 Quotes, Orders, and Pricing

All quotes are valid for 30 days unless otherwise stated. Submission of a purchase order constitutes an offer to buy. Acceptance occurs only when we issue a written order acknowledgment. We reserve the right to correct pricing errors, limit quantities, or refuse any order. Prices are in [Currency] and exclusive of taxes, duties, and shipping, which are the Customer’s responsibility.

4. Payment Terms

Payment terms are net 30 days from invoice date for approved credit accounts. For new customers or as determined by us, payment in advance may be required. Late payments may be subject to a service charge of 1.5% per month (or the maximum rate allowed by law). All sales are final unless governed by our separate Return Policy.

5. Shipping, Risk of Loss, and Title

We will arrange shipment via a carrier of our choice. Shipping dates are estimates only. Risk of loss and damage passes to Customer upon our delivery to the carrier. Title to Products passes to Customer upon our receipt of full payment. Customer is responsible for all import/export compliance, permits, and licenses.

6. Limited Warranty and Disclaimers

6.1 Limited Product Warranty

We warrant that our Products will conform to their published specifications at the time of shipment for the period stated on the certificate of analysis or 12 months from shipment, whichever occurs first. THIS IS YOUR SOLE AND EXCLUSIVE REMEDY AND OUR SOLE LIABILITY FOR BREACH OF THIS WARRANTY.

6.2 Warranty Exclusions

The limited warranty does not apply to: (a) Products that have been stored, handled, or used improperly; (b) natural biological variations; (c) consumables used in the normal course of research; (d) any modifications by Customer.

6.3 DISCLAIMER OF ALL OTHER WARRANTIES

EXCEPT AS EXPRESSLY STATED HEREIN, ALL PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

6.4 NO WARRANTY OF RESULTS

WE DO NOT WARRANT THAT THE PRODUCTS WILL YIELD ANY SPECIFIC RESEARCH OR EXPERIMENTAL RESULT. CUSTOMER ASSUMES ALL RISK AND LIABILITY FOR THE USE, HANDLING, AND OUTCOMES OF OUR PRODUCTS.

7. Limitation of Liability

7.1 CAP ON LIABILITY

IN NO EVENT SHALL BIOTECH CARE LLC, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOST DATA, OR INTERRUPTION OF BUSINESS) ARISING FROM OR RELATED TO THESE TERMS OR THE PRODUCTS, REGARDLESS OF THE THEORY OF LIABILITY.

7.2 MAXIMUM AGGREGATE LIABILITY

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR A PRODUCT SHALL NOT EXCEED THE PURCHASE PRICE PAID BY CUSTOMER FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM.

7.3 ESSENTIAL PURPOSE

THE LIMITATIONS IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU AND SHALL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

8. Intellectual Property

All content on the Site (text, graphics, logos, software, trademarks) is our property or the property of our licensors and is protected by copyright, trademark, and other intellectual property laws. No license is granted except for the limited right to use the Site and purchase Products. You may not modify, reproduce, or commercially exploit any content without our prior written consent.

9. Indemnification

You agree to defend, indemnify, and hold harmless Biotech Care LLC and its affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: (a) your misuse of the Products or Services; (b) your violation of these Terms; or (c) your violation of any applicable law or third-party right.

10. Compliance with Laws

You represent and warrant that you will comply with all applicable local, state, national, and international laws and regulations in your use of the Services and Products, including but not limited to:

Export Controls: You will not export, re-export, or transfer our Products in violation of U.S. or other applicable export laws (e.g., EAR, ITAR).
Biosecurity & Biosafety: You will comply with all regulations concerning hazardous biological materials (e.g., Select Agent regulations).
Human & Animal Research: You will obtain all necessary ethical approvals (IRB, IACUC) for your research.

11. Termination

We may suspend or terminate your account or access to the Services at our sole discretion, without notice, for conduct that we believe violates these Terms or is harmful to other users, us, or third parties. All provisions which by their nature should survive termination shall survive, including Warranty Disclaimers, Limitation of Liability, and Indemnification.

12. Dispute Resolution and Governing Law

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of [Your State, e.g., Delaware], without regard to its conflict of law principles.

12.2 Dispute Resolution

Any dispute arising from or relating to these Terms or your use of the Services shall be resolved exclusively in the state or federal courts located in [County, State]. You hereby submit to the personal jurisdiction of such courts. You agree to waive any right to a jury trial or to participate in a class action.

13. General Provisions

Force Majeure: We are not liable for any failure or delay due to circumstances beyond our reasonable control.
Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms freely.
Severability: If any provision is found unenforceable, the remaining provisions will remain in full effect.
Waiver: Our failure to enforce a right is not a waiver of future enforcement.
Entire Agreement: These Terms, along with our Privacy Policy and Return Policy, constitute the entire agreement between you and Biotech Care LLC.
Modifications: We reserve the right to modify these Terms at any time. We will notify users of material changes by posting the new Terms on the Site with an updated “Last Updated” date. Your continued use constitutes acceptance.

14. Contact Information

For questions about these Terms, please contact:

Biotech Care LLC
5900 Balcones Dr #5643, Austin, TX 78731, USA
Legal Department: care@biotechcarellc.com
Phone: +1 (512) 880 3331

NOTICE: THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT MAY AFFECT YOUR LEGAL RIGHTS. PLEASE REVIEW SECTIONS 7 (LIMITATION OF LIABILITY) AND 12 (DISPUTE RESOLUTION) CAREFULLY.

Disclaimer: This document is a template provided for informational purposes and does not constitute legal advice. You must consult with qualified legal counsel to draft terms and conditions tailored to your specific business operations, jurisdiction, and risk profile.