Website Terms of Use and Terms of Sale

Westbrook Bioscience LLC · All policies

This policy explains the rules and practices that apply to Westbrook's website and organizational research-material services. It should be read together with the other Westbrook website policies.

1 Scope and agreement

These Website Terms of Use and Terms of Sale govern access to westbrookgroup.org and any related storefront, customer portal, quotation, invoice, application, order, shipment, certificate, or communication operated by Westbrook Bioscience LLC, referred to as Westbrook, we, us, or our. By using the website, applying for an account, submitting an order, issuing a purchase order, paying an invoice, or accepting a shipment, the purchaser agrees to these Terms and the policies incorporated by reference.

If an individual acts for an organization, that individual represents that the individual is at least 18 years old, has legal capacity, and is authorized to bind the organization. The organization and its authorized representative are collectively the purchaser. If the representative lacks authority or does not agree, the representative must not use the purchasing functions.

These Terms apply prospectively from the displayed effective date. A quotation, invoice, or signed agreement may contain product- or transaction-specific terms. Those terms control only to the extent they expressly conflict with these Terms. Terms printed on a purchaser's purchase order or other form do not modify Westbrook's terms unless Westbrook accepts the modification in a writing signed by an authorized representative.

2 Organizational purchasing only

Westbrook's purchasing services are intended for qualified organizations and their authorized professional representatives, not personal or household purchasers. Submission of an application does not create an account right or an obligation to sell. Westbrook may verify organization identity, legal existence, professional role, authority, facilities, receiving location, intended application, and other facts reasonably relevant to safety, legal compliance, fraud prevention, sanctions, and permitted use.

Westbrook may request a work email, organizational website, tax or registration record, purchase order, laboratory address, institutional directory entry, supervisor or principal-investigator confirmation, protocol summary, end-user statement, or other reasonable evidence. Westbrook may decline, limit, suspend, or revoke access when information is incomplete, inconsistent, unverifiable, outdated, or incompatible with the permitted-use program.

3 Restricted intended use

Westbrook offers products only for legitimate nonclinical laboratory research and separately reviewed nonclinical analytical, compatibility, or stability work. Products are not offered, labeled, or promoted for administration or application to humans or animals; personal experimentation; clinical, diagnostic, therapeutic, prophylactic, cosmetic, food, supplement, or consumer use; or any intended effect on the structure or function of a human or animal body.

Research-use wording is a limitation on Westbrook's intended use and supply program. It is not a representation that FDA or another authority has reviewed, approved, exempted, classified, endorsed, or created a safe harbor for a product. The legal status of a material may depend on its identity, composition, presentation, intended use, distribution, and other facts.

The purchaser shall use each product only within the application disclosed to and accepted by Westbrook. The purchaser shall not ingest, inhale, inject, implant, topically apply, otherwise administer, or permit administration of a product to a human or animal. The purchaser shall not use a product in or as a drug, biologic, food, dietary supplement, cosmetic, medical device, compounded preparation, clinical sample, diagnostic procedure, or consumer product.

The purchaser shall not relabel, repackage, advertise, resell, redistribute, transfer, or supply a product to another person or location without Westbrook's prior written approval. The purchaser shall not use Westbrook products, documents, photographs, or name to encourage human or veterinary use or to imply FDA approval, sterility, injectability, pharmaceutical quality, clinical suitability, or fitness for any unapproved purpose.

4 Orders and acceptance

A cart submission, application, purchase order, or payment authorization is an offer to purchase. No order is accepted until Westbrook completes its review and sends an express acceptance, releases the order for fulfillment, or ships the order. An automated acknowledgment confirms receipt only. Account approval does not guarantee acceptance of any product, quantity, destination, or order.

Westbrook may correct catalog, pricing, inventory, specification, or typographical errors; require additional documentation; restrict products or quantities; divide a shipment; place an order on hold; or cancel an order before shipment. If Westbrook cancels an unshipped paid order, it will return the applicable amount to the original lawful payment method where feasible.

5 Purchaser representations and continuing duties

The purchaser represents and warrants that all submitted information is accurate and current; the receiving organization and location are genuine and authorized; the representative has authority; qualified personnel will control the product; the facility is suitable for the disclosed work; all necessary institutional approvals and legal permissions are in place; and no product will be used or transferred for a prohibited purpose.

The purchaser must promptly notify Westbrook if its organization, representative, receiving site, intended application, ownership, authorization, or other material qualification fact changes. The purchaser must maintain records sufficient to identify receipt, custody, use, transfer approved by Westbrook, and final disposition. Westbrook may request reasonable confirmation of continuing compliance.

6 Product information and purchaser responsibility

Catalog descriptions, specifications, certificates of analysis, analytical data, safety information, storage statements, and technical responses describe only the attributes and limitations expressly stated. They are not medical advice, prescribing information, administration instructions, or a representation of suitability for a purchaser's method or application.

The purchaser is responsible for reviewing the applicable documentation, conducting an independent risk assessment, qualifying the product and methods in its own system, using trained personnel and suitable controls, complying with applicable laws and institutional rules, and determining appropriate handling, storage, protective equipment, containment, and disposal. Product purchase does not transfer any regulatory authorization or establish safety or effectiveness for human or animal use.

7 Pricing payment and taxes

Prices are stated in United States dollars unless otherwise indicated and exclude shipping, insurance, duties, taxes, customs charges, special packaging, and handling. Westbrook may change prices prospectively and correct errors before accepting an order. Payment is due under the accepted quotation or invoice. Any payment terms are discretionary and may be withdrawn.

The purchaser is responsible for taxes imposed on the transaction except taxes on Westbrook's income. A claimed exemption must be supported by timely, valid documentation. Westbrook may use third-party payment providers. Their services and privacy practices are governed by their own terms in addition to applicable Westbrook policies.

8 Shipping delivery title and risk

Shipping and delivery dates are estimates, not guarantees. Westbrook may delay or suspend shipment for qualification, inventory, weather, carrier, safety, sanctions, export, customs, documentation, payment, or compliance reasons. The purchaser must provide an approved, secure receiving location and personnel capable of receiving and storing the material as required.

Title and risk of loss transfer as stated in the accepted quotation or invoice. If neither states a rule, they transfer when Westbrook tenders the shipment to the carrier, subject to any nonwaivable law. This allocation does not excuse Westbrook from responsibility for a proven nonconformance existing before transfer.

International orders, if offered, are reviewed individually. Unless expressly agreed otherwise, the purchaser is importer of record and is responsible for permits, registrations, duties, taxes, customs clearance, and destination-law restrictions. Westbrook will use accurate descriptions and values and will not honor requests to disguise product identity, value, quantity, origin, destination, or end use.

All sales are final. No voluntary returns, refunds, exchanges, or change-of-mind cancellations are offered after acceptance, subject to legally required remedies and the Returns, Refunds and Cancellations Policy.

9 Inspection and claims

The purchaser must inspect a shipment promptly. Visible damage, shortage, wrong item, broken seal, label discrepancy, lot-document mismatch, or suspected temperature excursion should be reported within five business days after delivery. A latent nonconformance should be reported promptly after discovery. Delayed reporting may impair the investigation but does not waive a right that cannot lawfully be waived.

A report must include the order number, product, lot, quantity, delivery date, description of the issue, storage history, remaining quantity, and available photographs or records. The purchaser must stop use and preserve the material, packaging, labels, temperature indicators, and shipping container pending instructions.

10 Limited product warranty

Westbrook warrants only that, at the time of shipment, a product will materially conform to the released specification expressly identified in its lot-specific documentation. A test result establishes only the attribute measured by the stated method. For example, a chromatographic area percentage does not by itself establish identity, absolute content, sterility, endotoxin status, biological potency, clinical quality, or fitness for a particular application.

The warranty does not cover misuse, prohibited use, use outside the disclosed application, improper storage or handling, unauthorized transfer, relabeling, modification, contamination after delivery, failure to follow documentation, or use after an identified retest or expiration date. All sales are final; no voluntary return or refund program is offered. Any remedy owed for breach of the express warranty will be determined under the accepted transaction terms and applicable law. Nothing in these Terms excludes a remedy that cannot lawfully be waived.

11 Website and service disclaimers

Except for the express limited product warranty and rights that cannot be excluded, the website, documentation, services, and products are provided as available and without implied warranties, including merchantability, noninfringement, or fitness for a particular purpose. Westbrook does not warrant uninterrupted website operation, error-free content, uninterrupted availability, or a particular experimental outcome.

Nothing on the website is medical, veterinary, legal, regulatory, or safety advice for a purchaser's circumstances. References to research, mechanisms, literature, identifiers, or analytical methods do not constitute a claim that a product is safe or effective for diagnosing, curing, mitigating, treating, or preventing disease or affecting a human or animal body.

12 Limitation of liability

To the maximum extent permitted by applicable law, Westbrook and its personnel will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost research, samples, data, opportunity, revenue, profit, goodwill, or business interruption, arising from the website, an order, or a product. To the maximum extent permitted by law, aggregate liability arising from an affected product or order will not exceed the amount paid to Westbrook for that product or order.

These limitations do not apply where prohibited or to liability that cannot lawfully be limited. Different jurisdictions may provide different rights.

13 Indemnification

To the extent permitted by law, the purchaser will defend, indemnify, and hold harmless Westbrook and its owners, personnel, and service providers from third-party claims, losses, penalties, costs, and reasonable professional fees arising from the purchaser's prohibited use, unlawful conduct, unauthorized transfer, material misrepresentation, breach of these Terms, or failure to comply with safety or legal requirements, except to the extent caused by Westbrook's gross negligence or willful misconduct.

14 Compliance export and sanctions

The purchaser is responsible for laws governing purchase, possession, laboratory use, worker protection, transport, import, export, sanctions, environmental protection, waste, and research. Products may not be supplied to a restricted person, prohibited destination, or prohibited end use. Westbrook may screen parties and transactions, request end-user or end-use documentation, refuse a transaction, or make a legally required report.

15 Suspension and termination

Westbrook may suspend an application, account, order, shipment, or support interaction when it reasonably suspects personal or prohibited use, inaccurate information, fraud, diversion, sanctions risk, unsafe conduct, policy breach, or legal exposure. Westbrook may preserve records and cooperate with authorities as permitted or required by law. Restrictions concerning use, payment, records, intellectual property, warranty, liability, indemnification, disputes, and other provisions that by their nature should continue will survive termination.

16 Governing law and disputes

These Terms are governed by applicable United States federal and state law. Jurisdiction and venue will be determined under applicable law unless a transaction-specific written agreement states an enforceable forum.

17 General provisions

Westbrook may revise these Terms prospectively by posting a new effective date. Material changes will not retroactively alter an accepted transaction unless agreed or legally required. If a provision is unenforceable, it will be narrowed or severed to the minimum extent necessary and the remainder will continue. Failure to enforce a provision is not a waiver. The purchaser may not assign its rights or obligations without written consent. Westbrook may assign these Terms as part of a merger, financing, reorganization, or sale.

Notices to Westbrook must be sent to [email protected]. Electronic records and signatures may be used where lawful. These Terms, incorporated policies, and accepted transaction documents constitute the agreement concerning their subject matter.

Account Security

Each user must keep credentials confidential, use the account only for the approved organization, and notify Westbrook promptly of suspected compromise. Activity through an account may be treated as authorized until notice is received. Westbrook may require password reset, multifactor authentication, identity reverification, or temporary suspension to protect the account and compliance program.

Force Majeure

Westbrook is not responsible for delay caused by events beyond reasonable control, including carrier disruption, extreme weather, utility or communications failure, fire, epidemic, government action, embargo, labor disruption, supplier interruption, or shortage. Westbrook may allocate available inventory reasonably and will communicate material effects when practicable.

Interpretation

Headings aid navigation and do not limit meaning. Including and similar words are illustrative rather than limiting. A reference to law includes applicable amendments and successor provisions. If an incorporated policy conflicts with transaction-specific written terms accepted by Westbrook, the transaction-specific terms control only for that transaction.

Policy Administration

Westbrook may revise this policy prospectively when its website, products, controls, or legal obligations change. The effective date identifies the current version. Questions about this policy may be sent to [email protected]. This policy does not authorize a product, transaction, or use prohibited by law or another Westbrook policy.

Privacy Notice · Cookie Notice · Research use & eligibility · All policies