General
The following terms and conditions shall serve as the sole, complete, and exclusive agreement between Sciedco Labs ("Seller", "us", "we", or "our") and Buyer and may only be altered or waived through a written agreement signed by an authorized representative of the Seller. Any other terms, conditions, warranties, acceptances, or communications between the Seller and Buyer that conflict with these terms and conditions shall be considered null and void.
Acceptance
All sales are expressly subject to the terms and conditions outlined herein and are contingent upon the Buyer's acceptance of these terms. The terms and conditions set forth in this agreement will take precedence, and any additional terms or conditions included in any acknowledgment, purchase order, or acceptance document provided by the Buyer are hereby rejected. No modification of these terms and conditions will be effective unless agreed to in writing and signed by an officer or other authorized representative of the Seller. The Seller reserves the right to refuse or cancel any sale, at its discretion, for any reason, including but not limited to errors in pricing, stock availability, or suspected fraudulent activity. This right to refuse or cancel an order is not subject to the conditions outlined in the Cancellation or Change clause below.
Delivery
Unless specified in writing, all sales are FCA the Seller's shipping point. In its discretion, the Seller reserves the right to determine the exact method of shipment. Delivery of goods to the carrier at the Seller's warehouse or other loading point shall constitute delivery to the Buyer and regardless of shipping terms, all risk of loss or damage in transit shall be borne by the Buyer. The Seller reserves the right to make delivery in installments, all such installments to be separately invoiced and paid for when due per invoice, without regard to subsequent deliveries. Delay in delivery of any installment shall not relieve the Buyer of its obligation to accept remaining deliveries.
Immediately upon the Buyer's receipt of any goods shipped hereunder, Buyer shall inspect the same and shall notify the Seller in writing of any claims for shortages, defects or damages and shall hold the goods for the Seller's written disposition. If the Buyer shall fail to so notify the Seller within 10 business days after the goods have been received by the Buyer, such goods shall conclusively be deemed to conform to the terms and conditions hereof and to have been irrevocably accepted by the Buyer.
Order delivery is subject to certain conditions, which can be reviewed in detail through this link.
Pricing and Payment
All prices are shown in Canadian Dollars. Prices do not include any duties, freight, shipping or taxes, which will be paid by the Buyer. Prices are subject to change without notice. Prices will be confirmed at the time of order acceptance.
Items listed at 99¢ are available upon request and require a formal quotation. These items are not available for direct purchase through the Seller's standard pricing. To obtain detailed pricing and availability information, the Buyer must contact the Seller directly to request a customized quote.
Terms of sale are Net 30 days from the date of invoice (for established accounts). For new accounts, prepayment is required with first order. Materials will be billed at the price in effect at the time the order is accepted. If the financial condition of the Buyer does not justify the terms of payment specified, the Seller may demand full or partial payment in advance before proceeding with the contract. If the Buyer defaults in any payment when due, under this or any other order, Seller at its option without prejudice to its other lawful remedies, may defer delivery or cancel this contract.
All invoices paid after due date will be assessed a late payment charge of the lesser of two percent (2%) per month or the maximum rate permitted by law. The Seller has the right, in addition to other remedies provided by the law, to terminate any delivery or suspend further deliveries of other shipments in the event the Buyer fails to pay for any shipment when the same becomes due.
The Seller reserves the right to withdraw any offers even after an order has been submitted, regardless of confirmation or payment status.
Force Majeure
The Seller shall not be held liable for failure to perform under this agreement if such failure is due to any event beyond its reasonable control, including, but not limited to, acts of God, war, fire, adverse weather, accidents, labor disputes or shortages, civil unrest, plant shutdowns, equipment failure, or voluntary or involuntary compliance with any applicable governmental regulation or order. The Seller shall also not be liable for failure to perform due to shortages or an inability to obtain raw materials, equipment, or transportation on terms deemed economically or commercially reasonable by the Seller. Any quantities that cannot be delivered or accepted due to such contingencies shall be excluded from the contract. In the event of a shortage or inability to supply the contracted quantity of products, whether caused by the above circumstances or otherwise, the Seller may allocate available products among its customers in a manner that the Seller deems fair and reasonable.
Warranty
The Seller makes no representations or warranties of any kind, whether express or implied, regarding its products, whether used alone or in conjunction with any other products. Products are warranted solely by the manufacturer, not by the Seller. All warranty claims must be approved by the manufacturer and are subject to the individual terms and conditions set forth by each manufacturer. The Seller's sole and exclusive liability, and the Buyer's exclusive remedy, for any products that are proven to be defective or nonconforming to the Seller's satisfaction, shall be the replacement of the products at no charge or a refund of the purchase price, at the Seller's discretion, upon the return of such products in accordance with the Seller's instructions. Under no circumstances shall the Seller be liable for incidental, consequential, or special damages arising from the use or failure of the products. All claims must be made within one (1) year from the date of shipment, regardless of the nature of the claim. The Seller does not warrant that the Buyer's use of a product will not infringe on any patents in Canada or any other jurisdiction.
Limitation of Liability
The Buyer's exclusive remedy and the Seller's exclusive liability under this contract or otherwise (including negligence) shall be limited to damages that, in no event, exceed the purchase price applicable to the portion of the specific shipment for which the damages are claimed. Under no circumstances shall the Seller be liable to the Buyer for any incidental or consequential damages arising from this contract or the product sold herein. The Buyer assumes all risks and liabilities related to the handling, sale, and use of the product, as well as compliance with all federal, provincial, and local laws and regulations applicable to the product. The Seller assumes no liability in these regards.
Cancellation or Change
Cancellation or modification of an order may only occur through mutual written agreement, signed by an authorized representative of the Seller. Order cancellation, if initiated by the Buyer, is subject to certain conditions, which can be reviewed in detail through this link. Notwithstanding the above, the Seller maintains the right to refuse or cancel any sale, including any cancellation initiated by the Buyer, if it is due to reasons such as stock unavailability, pricing errors, suspected fraudulent activity, or other conditions deemed appropriate by the Seller.
Partial Invalidity
If any provision or portion of these terms and conditions is held invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the remaining provisions. These terms and conditions shall be interpreted as if the invalid or unenforceable provision had never been included. Section headings are for reference purposes only and shall not influence the interpretation or construction of these terms and conditions
Waiver
A waiver by the Seller or Buyer of any breach of these provisions shall not be interpreted as a waiver of any subsequent breach of any other provision contained herein.
Governing Law
This Agreement is made in accordance with, and shall be exclusively governed and enforced under, the internal laws of the Province of Alberta (and Canadian federal law, where applicable), without regard to any conflicting principles of law.
Use
The information provided on our website and in product catalogs has been sourced from generally reliable and dependable sources and is accurate to the best of the Seller's knowledge. However, the Seller does not guarantee the accuracy of this information. Products are intended for laboratory use ONLY, and the Buyer represents and warrants that the products will not be used for any other purpose or for any purpose that violates any applicable laws and regulations.
Third-Party Trademarks
The trademarks, service marks, and logos displayed on this site are the property of their respective owners. Any use of third-party trademarks, service marks, or logos is for identification purposes only and does not imply any affiliation with or endorsement by Seller. All rights to those trademarks are reserved by the respective trademark owners.
Buyer's Use of Reagent Products Agreement
USAGE
All chemical reagent products ("Chemicals", "Products") listed for sale are for laboratory research purposes only. They are in no way to be used for food, drug, household or any other applications. These Products are research chemicals, as such they should be used or handled only by or under direct supervision of technically qualified individuals.
The chemical, physiological, and toxicological properties and hazards of Chemicals listed for sale have not yet been fully investigated and/or determined. THEREFORE, ALL OF OUR CHEMICALS SHOULD BE HANDLED WITH THE UTMOST CAUTION WHEN THEY ARE USED, STORED OR DURING DISPOSAL. SCIEDCO LABS MAKES NO GUARANTEE OF ANY RESULTS AND ASSUMES NO LIABILITY FOR DAMAGE TO ANY PERSON, PERSONS OR PROPERTY RESULTING FROM INCORRECT HANDLING, STORAGE, USAGE OR DISPOSAL OF OUR PRODUCTS. SCIEDCO LABS IS NOT RESPONSIBLE FOR CONDITIONS AND ACTIONS WHICH ARE BEYOND OUR CONTROL.
PURITY
All the Chemicals listed for sale have been tested for determination of purity and consistency. The purity and physical constants stated with the product listing are typical values, and may vary slightly from lot to lot.
SAFETY DATA SHEETS (SDS)
We supply SDS to our customers digitally via email or weblink. Additional SDS are also available to customers upon request.
THE NATURE OF NEW RESEARCH CHEMICALS PRECLUDES COMPLETE KNOWLEDGE. SCIEDCO LABS MAKES NO CLAIM AS TO THE COMPLETENESS, CORRECTNESS, CURRENCY, OR COMPREHENSIVENESS OF INFORMATION PROVIDED IN OUR SDS. REAGENT PRODUCTS ARE INTENDED FOR USE BY QUALIFIED PROFESSIONALS WHO ARE FAMILIAR WITH THE POTENTIAL HAZARDS, AND HAVE BEEN FULLY TRAINED IN PROPER SAFETY, LABORATORY AND CHEMICAL HANDLING PROCEDURES.
HAZARDOUS MATERIAL DISPOSAL
When disposing of a Chemical, careful consideration must be given to the chemical and physical properties of the compound. It is imperative all federal, provincial and local laws and regulations governing chemical disposal be observed and followed.
ALL WASTE DISPOSAL OF CHEMICALS SHOULD BE HANDLED ONLY BY INDIVIDUALS WHO HAVE RECEIVED SPECIFIC CHEMICAL EDUCATION AND TRAINING AND WHO ARE CONVERSANT WITH CHEMICAL HANDLING AND SAFETY PROCEDURES. SINCE THE HAZARDS AND PHYSICAL PROPERTIES OF ANY CHEMICAL MAY NOT YET BE FULLY DETERMINED, ONLY TECHNICALLY QUALIFIED PERSONS FAMILIAR WITH POTENTIAL HAZARDS SHOULD BE RESPONSIBLE FOR THEIR DISPOSAL.
HAZARDOUS CHEMICALS
Many Chemicals made available for sale have been made on a research basis only. Their chemical, physiological, and toxicological properties and hazards have not yet been fully investigated and/or determined.
When known, hazard class, Chemical Abstract Number, and Merck Index are provided for each Product. SCIEDCO LABS DOES NOT ACCEPT ANY RESPONSIBILITY FOR THIS INFORMATION'S CORRECTNESS, COMPLETENESS, CURRENCY, COMPREHENSIVENESS, OR THAT IT MAY FULLY PROVIDE ALL HAZARDOUS PROPERTIES OF EACH CHEMICAL. CHEMICALS MAY BE EXTREMELY TOXIC OR OTHERWISE HAZARDOUS. THE ABSENCE OF WARNING AS TO THESE CONDITIONS CANNOT AND SHOULD NOT BE INTERPRETED AS AN INDICATION OF SAFETY.
All Products should be handled only by individuals familiar with their potential hazards and who have been fully trained in proper safety, laboratory, and chemical handling procedures.
All chemical reagent products ("Chemicals", "Products") listed for sale are intended for laboratory research and development ("R&D") use only. Products may only be used by, or under the direct supervision of one who is a technically qualified individual. Unless otherwise agreed upon, Products may not be used for clinical purposes, in human applications, or in any usages which involve animals (including nonhuman primate mammals). Unauthorized usages of Products may include but are not limited to the following categories:
AS A MEDICAL DEVICE: Products may not be used as a component or ingredient in medical devices. This includes but is not limited to the use of Products in medical device kits, including in-vitro or in-vivo diagnostic tests, that are performed on any human or other organism.
AS A DRUG: Products may not be used as an active ingredient in the formulation of any drug or drug product. This includes but is not limited to any over the counter drug, any veterinary drug and/or any drug product being used in any phase of a clinical trial or on human subjects. Additionally, Products may not be used in any part of Good Manufacturing Process systems or in any denaturing process, unless solely within the scope of R&D.
AS A COSMETIC: Products may not be used as a component, ingredient, or in the formulation of any cosmetic product.
IN FOOD: Products may not be used as a component, ingredient or additive in any applications involving food.
AS A PESTICIDE: Products may not be used as an active ingredient, precursor or in the formulation of any pesticide.
REPACKAGING/RELABELING: If after the time of purchase the Buyer repackages or relabels Products, the Buyer assumes all responsibility for the repackaged or relabeled product, including potential liabilities derived from the product.
THE BUYER ACCEPTS FULL RESPONSIBILITY FOR VERIFYING THE HAZARD(S) OF PRODUCTS AND TO CONDUCT ANY FURTHER RESEARCH NECESSARY TO UNDERSTAND THE RISKS ASSOCIATED IN USING PRODUCTS. THE BUYER IS SOLELY RESPONSIBLE FOR ALERTING ANY AUXILIARY PERSONNEL (E.G., FREIGHT HANDLERS) OF ANY RISKS INVOLVED IN USING OR HANDLING PRODUCTS. SCIEDCO LABS MAKES NO GUARANTEE OF ANY RESULTS AND ASSUMES NO LIABILITY FOR DAMAGE TO ANY PERSON, PERSONS OR PROPERTY RESULTING FROM INCORRECT HANDLING, STORAGE, USAGE OR DISPOSAL OF PRODUCTS. IF ANY INSTRUCTIONS ARE FURNISHED BY SCIEDCO LABS RELATING TO THE USE OF THE PRODUCTS, THE BUYER AGREES TO FOLLOW THOSE AND WILL NOT MISUSE THE PRODUCTS IN ANY MANNER. THE BUYER AGREES TO COMPLY WITH THE ABOVE TERMS AND ACKNOWLEDGES THAT FAILURE TO COMPLY WILL RESULT IN SCIEDCO LABS TO SUSPEND FURTHER SHIPMENTS TO THE BUYER AND MAY CAUSE DAMAGES TO SCIEDCO LABS, FOR WHICH THE BUYER WILL BE RESPONSIBLE.
Last Updated: February 8, 2025