1. Agreement to Terms and Conditions:
Delivery of samples and Chain of Custody documents to Sporelytics constitutes formal acceptance of the Terms and Conditions outlined in this document and any associated contracts or quotations. The warranty obligations herein are the sole and exclusive warranties expressed by Sporelytics. No other warranties, express or implied, are provided unless agreed upon in writing by both Sporelytics and the Client. Orders become valid upon confirmation that all samples and documents received are in satisfactory condition for processing and service delivery.
2. Notification and Reporting:
The Client must provide sufficient notice of incoming samples. Sporelytics will deliver analytical reports according to the standard delivery schedule unless otherwise requested. Turnaround times are calculated from the confirmation that all receipt documents and sample conditions meet Sporelytics' minimum acceptance policies.
3. Sample Acceptance and Hazard Disclosure:
Sporelytics reserves the right to refuse samples or services if the sample condition or documentation is inadequate. Samples posing known health hazards, whether environmental or biological, must be disclosed prior to acceptance. Surcharges may apply for the special handling and disposal of hazardous samples.
4. Charges for Media/Supplies:
Media and supplies provided will be charged at current standard rates, plus shipping and handling. Acceptance of media or supplies implies agreement to pay these charges in full.
5. Shipping Responsibilities:
Sporelytics does not cover shipping costs for samples unless explicitly agreed in writing. Surcharges may apply if shipping arrangements are required.
6. Pricing and Adjustments:
Standard pricing is subject to periodic review and adjustment. Sporelytics reserves the right to change rates if Terms and Conditions are not met. Services will be billed according to quoted prices or the Standard Price Schedule. Sales taxes will be added to the invoice where applicable by law.
7. Payment Terms and Credit:
Sporelytics reserves the right to require payment in advance via cash, check, credit card, or money order for clients who have not established a line of credit with Sporelytics. In order to establish a credit line with Sporelytics, Client must submit in writing an application for credit and agree to allow Sporelytics to perform a credit reference review. Clients who have established credit with Sporelytics shall agree to standard payment terms of net thirty (30) days from date of the invoice submitted to the Client.
8. Overdue Payments:
Payments are overdue 30 days after the invoice date. Interest charges apply to past-due invoices. Sporelytics reserves the right to refuse additional work, suspend work, hold data deliverables, or require advance payment until the account is current. Clients are responsible for collection service costs, including attorney fees. Returned payments for insufficient funds will incur a processing fee.
9. Third-Party Billing:
Sporelytics does not accept third-party billing unless agreed upon in writing by the responsible third party.
10. Service Warranty and Certifications:
Sporelytics guarantees all services will adhere to established testing procedures and maintains required certifications and licenses. Clients are responsible for disclosing any specific license or certification requirements. It is the sole responsibility of the Client to determine the level of licensure required and for selection of sampling devises and sampling conditions. Re-sampling, if necessary, is at Sporelytics' discretion, and costs will be limited to the reasonable value of the original sample or sample group.
11. Limitation of Liability:
Sporelytics is not liable for indirect, special, consequential, or incidental damages, nor for any loss of profits or damages related to the use or interpretation of test results. Sporelytics’ liability for any claim is capped at the amount paid for the services rendered. All claims are waived unless filed within one (1) year of sample acceptance.
12. Indemnification:
The Client agrees to indemnify and hold harmless Sporelytics from any claims, damages, or expenses arising from the Client’s use of the services provided.
13. Force Majeure:
Sporelytics is not responsible or liable for delays or failures in service delivery due to causes beyond its reasonable control, including but not limited to acts of God, government actions, labor disputes, pandemics, natural disasters, accidents, wars, equipment failures, or any circumstances that effect the normal operational procedures, including but not limited to unavailability of services or supplies, delivery or transportation delays, mail or courier services, or any other cause beyond Sporelytics’ reasonable control.
14. Report Delivery:
Sporelytics will provide to the Client a Standard Sporelytics electronic report of laboratory analysis or services, unless another reporting format is specifically requested and agreed to by Sporelytics. Hardcopy delivery of analytical results may be provided in Standard Sporelytics format, if requested and agreed to by Sporelytics. Results are available via email, fax, or in hardcopy format. Unless otherwise specified, results will be emailed on the agreed upon due date. Hardcopy reports will be mailed via standard U.S. Postal Service. If expedited delivery of hardcopy reports is required, Client agrees to reimburse Sporelytics for all fees associated with expedited delivery services. Sporelytics will use the most efficient and cost-effective delivery service available so that fees will be limited to reasonable and customary rates for such service.
15. Confidentiality:
Data and sample materials provided to the Client shall be held in confidence, unless such information is generally available to the public, is in the public domain, or subject to legal disclosure requirements.
16. Subcontracting Services:
Sporelytics reserves the right to subcontract services to an outside vendor in the event that Sporelytics is unable to perform the work as ordered. Such incidence may include but are not limited to the following conditions: inability to perform the work due to temporary instrument failure, personnel issue, acts of God and catastrophic failures or damages to the facility or equipment, limitations of certifications, warranties or any other issue or incident that would require subcontracting services to an outside vendor. In the event that Sporelytics requires services to be subcontracted, Sporelytics will make every reasonable attempt to communicate to the Client any subcontracting activities and fees outside of the agreed upon or quoted analytical prices or service fees.
17. Sample Disposal and Data Retention:
Sporelytics shall dispose of samples seven (7) days after the report date unless otherwise agreed to by both Client and Sporelytics. All records of analytical data produced by Sporelytics, will be held in secure storage by Sporelytics for a period of three (3) years. In the event the Client requires storage beyond Sporelytics’ standard storage policy Client must communicate, in writing, to Sporelytics the storage requirements. A reasonable fee will be determined and agreed to by both parties.
18. Data Protection Compliance:
Sporelytics complies with data protection regulations. Any sensitive data provided by the Client will be handled in accordance with relevant laws and policies.
19. Changes to Terms and Conditions:
Sporelytics reserves the right to update these terms and conditions. Clients will be notified of any changes, which will be posted on our website.
20. Governing Law and Dispute Resolution:
These terms and conditions are governed by the laws of the State of Florida. Any disputes arising out of or relating to these terms and conditions shall be resolved through arbitration or mediation in the State of Florida, before pursuing legal action.
21. Insurance Coverage:
Sporelytics maintains Comprehensive General and Contractual Liability Insurance and Professional/Pollution Liability Insurance, each with a limit of $1,000,000 per occurrence/aggregate.