Terms and Conditions
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Acceptance of Terms
Independent NeuroScience Services INSS Limited ("INSS" or "Seller") agrees to sell and deliver products and services to the purchaser ("Buyer") under these terms and conditions, which constitute the complete agreement between INSS and the Buyer. Any differing, additional, or conflicting conditions proposed by the Buyer are not binding unless INSS expressly agrees in writing.
Prices and Payment
Prices are quoted in Pound Sterling (GBP), exclusive of VAT, and are valid for 30 days unless otherwise stated. Orders require a 40% deposit at the time of order, a 50% payment after delivery of components prior to installation, and the remaining 10% payment after installation, unless agreed differently in writing. A sale becomes binding upon receipt of the deposit. Payments are due as stated on the invoice, typically within 14 days for deposits and 30 days for balances. Late payments incur a 1.5% monthly charge or the maximum legal rate, whichever is lower.
Delivery
Delivery typically occurs within 22-26 weeks from receipt of deposit, subject to supplier availability. Deliveries may be in instalments, and all timelines are estimates. INSS strives to meet these estimates but cannot guarantee specific delivery dates due to potential supply chain disruptions. Delivery will be made to the curb side or dock level of the delivery address. It is the buyer's responsibility to move the products from the point of delivery to the room or area where they will be used. The shipping terms for deliveries shall be EXW (Incoterms 2020) unless a specific line item in the quotation explicitly states otherwise. The Buyer is responsible for import customs clearance at their own cost and risk. INSS is not liable for delays or failures to deliver due to force majeure or other uncontrollable events.
Tax
The Buyer covers all additional taxes, duties, and charges imposed by authorities outside the UK. The Buyer also indemnifies INSS against such costs.
Warranty
INSS warrants its products against defects in materials and workmanship for 12 months post-installation. This warranty does not cover misuse, accidental damage, or normal wear and tear (eg. Photomultiplier tube deterioration). Extended warranties are available upon request.
Limitation on Liability
INSS is not liable for indirect or consequential damages, including personal injury or property damage, arising from the use of its products with 3rd party equipment, in particular lasers or other devices that emit hazardous levels of optical radiation. Liability is limited to the purchase price of the product. The Buyer indemnifies INSS against losses from patent or copyright infringement claims related to product use with other devices.
Buyer Responsibilities
The Buyer must provide all necessary information for product delivery and installation, prepare the installation site and clear the area of clutter to make space available for equipment, parts and tools required for the installation. The Buyer must ensure that anti-vibration table and laser(s) are installed and fully functional prior to the microscope installation. The Buyer must ensure a safe environment for INSS engineers. The Buyer must ensure that the INSS engineers are the sole users of the room for the duration of the installation (typically between 3 and 10 working days). Post-installation, the Buyer is responsible for re-assessing hazards and for arranging appropriate control measures and risk assessments in compliance with relevant safety legislation. INSS is not liable for indirect or consequential damages, including personal injury or property damage, arising from the use of its products with 3rd party equipment, in particular lasers or other devices that emit hazardous levels of optical radiation.
Administrative Fee Clause
INSS may charge an admin fee if the purchasing process requires onerous and time-consuming administrative efforts beyond the standard scope of service, including but not limited to compliance with complex regulatory requirements, extensive supplier registration procedures, public tender procedures, invoicing procedures via supply chain web portals (eg. SAP Ariba, Chorus Pro, Transcepta). This admin fee will be commensurate with the additional time and resources expended and will be communicated to the Buyer for approval prior to incurring any such charges.
Service Visits & Consulting Projects
INSS offers on-site service visits as well as remote consulting services (via email, video calls and remote desktop software). A time recording app will monitor the time spent on site, in meetings, for reading and writing emails, diagnosing technical faults, researching technical background information, generating CAD drawings and other technical documents, and any other work required to complete the project. The client is responsible for providing necessary information and system access. INSS maintains confidentiality of all client information. Service visits and consulting projects are prepaid unless otherwise agreed.
Governing Law
Contracts incorporating these Terms & Conditions are governed by the law of England and Wales, with exclusive jurisdiction of its courts.