All laboratory analytical services including sample receipt, data collection, analysis, interpretation, and reporting provided by Ag Scientia Solutions Pty Ltd (‘AgScientia’) trading as Veterinary Laboratory Services (‘VLS’) ABN 14652451173 to you (‘the client’), the client are subject to the terms and conditions stated here.
Payment terms
All fees are charged or billed directly to the client. The client agrees to pay all accounts rendered by the 21st day of the month following invoicing. Any divergence in payment terms must be agreed to in writing. Payment in advance is required for all customers except for those whom sufficient credit has been approved and granted by VLS. VLS reserves the right to discontinue work in hand for the client if the client fails to pay any of the accounts rendered within the time specified without prejudice to its right to charge the client for work done to the date of discontinuance. If the accounts are not paid by the 21st day of the month following invoicing, VLS shall have the right to charge the client interest on the amount of the unpaid account from the date of the account to the date of payment at the rate of fifteen percent (15%) per annum. Depending on the client and the nature of the service and or contract, VLS reserves its rights to request an advance payment to be paid prior to the commencement of the service and or contract. VLS may request progress payments for the service and or contracts not complemented at month end. Where so requested the same terms of payment that apply to completed service and or contracts will also apply.
Taxes, Freight and Transport
The service and or contract price is net and free of all taxes, duties, levies and freight etc. which may be incurred by VLS. Such costs will be additional to the service and or contract price and shall be borne by the client.
Confidentiality and Copyright
VLS agrees that the staff involved in the conduct of services shall not without the consent of the client, disclose any confidential information received from the client relevant to the service and or contact to parties outside the service and or contract. Unless otherwise agreed in writing the copyright of all reports, documents, software and information produced by VLS is vested in Ag Scientia Solutions Pty Ltd, and the clients right to their use is restricted wholly to the purpose for which the services and or contract are provided, and no part of the reports, documents, software and information may be used for other purposes without VLS written permission. Neither the client or VLS shall disclose to parties outside of the service and or contract any matter regarding work performed without the express approval of the other, and where such disclosure involves any release of written information or publication the approval shall be deemed to include a statement that the work was performed by VLS.
VLS agreed to maintain in confidence all of the client’s proprietary information, material, data, reports, and records and to use such confidential information for the purpose of the performing the agreed service and or contract, including performing scientific analytical analysis of samples submitted by the client and providing reports on our scientific findings. VLS will protect your confidential information by using a degree of care including reasonable care to prevent unauthorised use, dissemination or publication of the confidential information as VLS uses to protect its own confidential information. The client agrees not to use the VLS (or affiliates) name and or information/data in any matter that might cause harm to VLS’s business and or reputation.
Privacy Act
VLS collects and uses personal information in order to perform analytical analysis of samples and provide reports on our scientific findings to our clients. VLS may also use information that we collect other than confidential information to provide to you further information to assist you in your business. If you do provide us with your personal information in order to perform analytical analysis of samples, we may disclose your personal information to our related companies, financial or other institutions for credit checks, and to 3rd party service providers that carry out other functions for VLS (i.e., freight forwarders, couriers, Lab Cabs, IT providers and software applications etc). In the majority of cases, you will be able to access personal information held about you at VLS. You can contact VLS via email at [email protected] to request a copy of specific information.
Cooperation between VLS and the Client
Subject to these terms and conditions, all information obtained by VLS relevant to the work done will be made available to the client during normal business hours, and VLS will communicate to the client all information pertaining to the work in progress. An authorised representative of the client may confer and discuss matters with the appropriate members of the VLS team at mutually agreed times for the purpose of providing such assistance to achieve the agreed turn-around time and service level agreement of the service and or contract. VLS welcomes the cooperation of the client in providing such information, assistance and cooperation as necessary for VLS to achieve such objectives.
Variations
The terms of reference of the service and or contract maybe varied by mutual agreement between VLS and the client and such agreement will include variations to the date of completion, turn-around to results and the overall price of the service and or contract. A written confirmation of such agreed variation must be received by VLS prior to the commencement of the service on the variation.
Quality Assurance
VLS will provide scientific services consistent with good laboratory practices (GLP), and its own quality assurance standards including policies and procedures and relevant accreditation standards. It shall be the clients exclusive responsibility to confirm that VLS’s laboratory standard practices meets the client’s needs prior to sending or placing any service and or contact with VLS.
Results and Reports
VLS will supply the client with one (1) copy of the analytical results report of its scientific findings and progress (interim reports) during the term of the service and or contract at such intervals as VLS and the client agrees subject to progress payments having been made per agreed payment terms.
Samples
When any analytical scientific service or contract is to be made, neither VLS or its agents or 3rd party sub-contractors shall be liable for any loss, deterioration, or destruction of, or damage to any of the client’s samples or property, but at all times the samples or property shall be at the risk of the client who shall indemnity VLS and its agents or 3rd party sub-contractors against any action, claim, suit or demand arising from any such loss, deterioration, destruction or damage. The client accepts that at all times the client retains ownership of all quantities of samples and materials prior to delivery to VLS. VLS reserves the right to not test a sample if it deems that the sample received is unsuitable for testing due to the sample quality, and VLS reserves the right to request that a suitable sample be resubmitted.
Sample Retention
After VLS reports analytical scientific services, VLS will routinely retain blood specimens in our storage facilities for up to thirty one (31) days, after which the samples may be destroyed or discarded unless otherwise agreed in writing by the client.
Records Retention
Unless otherwise agreed in writing with the client, VLS shall retain copies of scientific analytical reports in electronic format for a period of one (1) year, after which the reports maybe destroyed. VLS reserves the right to charge a fee for additional copies of the scientific analytical reports following the provision of the original report.
Sample Containers and Packaging
Packaging of samples is the responsibility of the client and sender, and must confirm to IATA regulations (section 650) or other current legislated regulations. VLS may provide containers and packaging materials upon request by the client, and VLS reserves the right to charge a fee.
Sub-contracting
VLS reserves the right at its sole discretion to sub-contract all or part if the service and or contact to be done or services to be supplied and, in so sub-contracting, VLS liability (if any) to the client shall be no more that it’s liability (if any) which it would have had if it has done the work or supplies the services itself.
Courier Services
VLS may provide access to 3rd party courier services or its own courier service; commercial and internal services. Subject to availability and price, metro, regional or rural commercial courier companies can provide overnight courier delivery services of samples to the nominated VLS laboratory from the majority of locations across Australia; this service cost will be in addition to the agreed service price and or contract price if VLS is arranging the courier service. In the majority of cases, the client will arrange its own courier service to deliver samples to the VLS laboratory. VLS assumes the risk of the loss or damage to a sample at the time possession of the sample is delivered to a VLS laboratory and is signed as accepted without damage by a VLS employee. The limitation of liability will apply.
Hazardous Materials
The client shall notify VLS where any sample to be received by VLS includes material which is classified as a dangerous or zoonotic substance of which requires special handling procedures. VLS may at its discretion either dispose of or return to the client unused or part portions of samples found or suspected to be hazardous or contain hazardous materials according to federal and or state legislation and guidelines upon completion of the service. VLS reserves the right to charge a fee for this return, and will be obliged to notify the relevant authority.
Notifiable Disease
The requirements to report notifiable diseases is legislated in individual state and territory legislation. National, State and Territory notifiable disease lists contain all the relevant diseases in the national list of notifiable diseases (https://www.agriculture.gov.au/biosecurity-trade/pests-diseases-weeds/animal/notifiable). VLS provides test results in good faith and the client agrees that it is the responsibility of the client or the consulting veterinarian (or delegated agent) to comply with all statutory obligations to notify their relevant State or Territory Department of Agriculture or Animal Health authority should the situation for a notification occur.
Warranty & Limitation of Liability
Warranty: AgScientia warrants that analytical scientific service test results for the sample as submitted have been conducted professionally in accordance with good industry practice (“Performance Standard”) and are accurate in accordance with the Performance Standard (the “Warranty”).
- Liability Cap: To the maximum extent permitted by law, In the event of non-performance against the Warranty, AgScientia’s liability with respect to the Warranty and any other warranties mandated by law, shall be limited to resupply of the services in accordance with the Performance Standard or, in lieu of this resupply and at AgScientia’s option, payment of the reasonable cost of resupply of the services from another provider (“Liability Cap”).
To the maximum extent permitted by law, the following shall apply:
AgScientia does not accept any legal responsibility with respect to any purpose for which the client uses the test results, nor any liability for secondary, indirect, or consequential loss. - Where permitted by law, other than the Warranty above, all terms, conditions, warranties, and representations, whether express or implied, statutory, or otherwise, relating to the services and or contact are expressly excluded.
- In the event that any supply of “goods or services” relating to the services and or contract constitutes a supply of goods or services to a consumer as defined in the Trade Practices Act 1974 (C’th) or any other National, State or Territory legislation (“the Acts”), nothing contained in these terms and conditions excludes, restricts or modifies any condition, warranty or other obligation in relation to these terms and conditions and the goods and services to be supplied hereunder which pursuant to the Acts or any of them is applicable or is conferred on you were to do so would be unlawful. To the full extent permitted by law, where the benefit of any such condition, warranty or other obligation is conferred upon the client pursuant to any of the Acts, our sole liability for breach of any such condition, warranty, or other obligation which you may sustain or incur, shall be limited to the Liability Cap.
No Conflicting Terms or Variation of Terms
VLS does not accept any conflicting terms contained in any order, submission, or contract submitted by the client. VLS will not accept any service and or contract including purchase order or request for service which includes any conditions which vary from VLS’s standard terms and conditions unless it has been agreed in writing prior.
Applicable Laws and Regulations
These terms and conditions shall be constructed in accordance with laws in force in Queensland, Australia.