Terms of Sale

01Scope and acceptance

These Terms of Sale (“Terms”) apply to all quotations, orders, and sales of products and services by ASCND Research LLC, trading as ASCND Research (“ASCND”, “we”, “us”), to the purchaser (“you”, “Buyer”).

By submitting an order, you agree to be bound by these Terms together with our RUO Policy, Shipping Policy, and Privacy Policy, each incorporated here by reference. Any additional or conflicting terms in your purchase order, acknowledgement, or other document are expressly rejected and have no effect unless we accept them in a signed writing.

02Buyer eligibility

Products are supplied exclusively to qualified researchers, laboratories, academic institutions, and commercial research organizations. To place an order you represent and warrant that:

• You are at least 21 years of age and have legal capacity to contract.
• You are acting on behalf of, or are affiliated with, a research institution or a business engaged in legitimate scientific research.
• You possess the technical training, facilities, and equipment necessary to handle, store, and dispose of research chemicals safely.
• The shipping address you provide is an institutional, laboratory, or commercial address appropriate for receipt of research materials.

We reserve the right to request documentation of institutional affiliation and to refuse, limit, or cancel any order at our sole discretion, including where we believe the eligibility representations above are inaccurate.

03Research use only

All products are supplied strictly for in-vitro laboratory research use only. They are not drugs, foods, cosmetics, dietary supplements, or medical devices, and they have not been evaluated or approved by any regulatory authority for any diagnostic or therapeutic purpose.

You are solely responsible for determining the suitability of any product for your intended research application and for conducting that research in compliance with all applicable laws, institutional policies, and safety standards. The full terms of this restriction are set out in our RUO Policy.

04Orders and acceptance

Your submission of an order is an offer to purchase. No contract is formed until we issue a written order confirmation or dispatch the products, whichever occurs first. An order acknowledgement generated automatically at checkout does not by itself constitute acceptance.

Product listings, catalog descriptions, and quotations are invitations to treat and do not constitute a binding offer. We may correct errors in pricing, specification, or availability at any time before acceptance, and may cancel an accepted order and refund you in full where a material error is discovered.

05Pricing and taxes

Prices are quoted in US dollars (USD) and exclude taxes, duties, and shipping unless expressly stated. Prices are those in effect at the time we accept your order and are subject to change without notice prior to acceptance.

You are responsible for all sales, use, value-added, excise, customs, import, and similar taxes and duties arising from your purchase, other than taxes on our net income. Where we are required to collect such amounts, they will be added to your invoice.

06Payment

All orders are prepaid. Payment is due in full at the time of order; we do not offer invoiced or credit terms. We accept the payment methods presented at checkout, and we do not store full payment card details on our systems.

07Delivery, risk, and title

Delivery estimates are indicative and not guaranteed. We are not liable for delays caused by carriers, customs, or events beyond our reasonable control. Shipping methods, packaging, and lead times are described in our Shipping Policy.

Risk of loss passes to you on delivery of the products to the carrier. Title passes to you only upon our receipt of payment in full. Until title passes, you must store the products so they remain identifiable as our property.

08Inspection and claims

You must inspect all products promptly on receipt. Claims for shortage, visible damage, or non-conformity must be submitted in writing within 2 business days of delivery, with the lot number, order reference, and supporting photographs where relevant.

Failure to notify us within that period constitutes acceptance of the products as conforming, except in respect of defects not reasonably discoverable on inspection.

09Returns and refunds

Because these are research materials whose storage and integrity cannot be verified once they leave our custody, we do not accept returns of opened, used, or improperly stored products, and we cannot resell returned material.

We will replace or refund products that are:

• Damaged in transit, where reported within the claim window above.
• Materially non-conforming to the specifications on the accompanying Certificate of Analysis.
• Shipped in error by us.

Any refund or return must be requested within 3 days of delivery; requests after that window, and unauthorized returns, will be refused. Approved returns require a Return Authorization issued by us in advance. Approved refunds are issued to the original payment method after we receive and verify the returned material. Shipping charges are non-refundable except where the fault is ours.

10Limited warranty

We warrant that, at the time of dispatch, each product conforms in all material respects to the specifications stated on its Certificate of Analysis for that lot. This is our sole and exclusive warranty.

The warranty does not apply where the product has been stored outside the conditions stated on its label or CoA, reconstituted, diluted, repackaged, contaminated, or otherwise altered after delivery, nor to any product used beyond its stated retest or expiry date.

To the fullest extent permitted by law, we disclaim all other warranties, express or implied, including any implied warranty of merchantability, fitness for a particular purpose, and non-infringement. We make no warranty that any product is suitable for any specific research application.

11Limitation of liability

To the fullest extent permitted by law, our aggregate liability arising out of or relating to any product or these Terms, whether in contract, tort (including negligence), strict liability, or otherwise, will not exceed the amount you paid for the specific product giving rise to the claim.

We will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, nor for loss of profits, revenue, data, research results, or use, even if advised of the possibility of such damages.

Nothing in these Terms excludes or limits liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded.

12Indemnification

You agree to indemnify, defend, and hold harmless ASCND Research, its officers, employees, and suppliers from and against all claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to:

• Your use, handling, storage, or disposal of any product.
• Your breach of these Terms or of the RUO Policy.
• Any administration of a product to a human or animal, whether by you or by a person to whom you transferred it.
• Your violation of any applicable law or the rights of any third party.

13Export, import, and regulatory compliance

Products may be subject to export control, import, and controlled-substance regulations. You are responsible for obtaining any licence, permit, or authorization required to import, possess, or use the products in your jurisdiction, and for all customs duties and clearance formalities.

You represent that you are not located in, and will not export or re-export any product to, any country or person subject to applicable trade sanctions or embargoes. We may decline to ship to any destination where doing so would, in our judgement, breach applicable law.

14Intellectual property

Sale of a product transfers no licence or right under any patent, trademark, copyright, or other intellectual property of ASCND Research or any third party, other than the right to use that physical quantity of material for internal research use.

No right is granted to resell, redistribute, reverse-engineer, or use any product for commercial manufacture. Where a product is covered by third-party intellectual property, you are responsible for obtaining any licence your intended use requires.

All site content, branding, and product documentation remain our property or that of our licensors.

15Governing law and disputes

These Terms and any dispute arising out of them are governed by the laws of [governing jurisdiction], without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties submit to the [exclusive/non-exclusive] jurisdiction of the courts of [venue]. [Insert arbitration clause and class-action waiver here if desired — confirm enforceability in the chosen venue.]

If any provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will continue in full force.

16Changes and contact

We may revise these Terms at any time by posting an updated version on this page. The version in effect at the time you place an order governs that order. Material changes will be reflected in the “Last updated” date above.

Questions about these Terms may be directed to orders@ascndresearch.com or to 1415 Fulton Rd #205, Ste #343, Santa Rosa, CA 95403. Related policies: RUO Policy · Privacy Policy · Shipping Policy.