1. These Conditions shall apply to and be incorporated in the Contract between the Customer and the Company for the supply of each Sampling Kit and related Services, and shall be in substitution of any verbal arrangements made between the Company and the Customer, and shall prevail over any inconsistent terms or conditions contained in or referred to in any other purchase order, confirmation order, specification or other document.
2. Any variation to these Conditions and any representations in relation to the Sampling Kits and/or Services shall have no effect unless expressly agreed in writing and signed by the Managing Director of the Company. These Conditions do not exclude or limit the Company’s liability for fraudulent misrepresentation.

1. The Sampling Kits shall be supplied by the Company within a reasonable time after being requested by the Customer. Sampling Kits shall be provided with a shelf life of at least 3 months. The Company reserves the right to refuse to supply a Sampling Kit, replace Sampling Kits, request the return from Customers of Sampling Kits, and limit the quantity of Sampling Kits supplied to the Customer.
2. All drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions or illustrations contained in the Company’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Sampling Kit and Services described in them. They do not form part of the Contract.
3. Unless otherwise agreed in writing by the Company, delivery of the Sampling Kit shall take place at the Customer’s place of business.
4. The Customer is responsible for taking samples from its patients in accordance with the instructions set out in the Order Form, ensuring that the Sampling Kit is in date, selecting the appropriate test(s), and posting the Sampling Kit complete with samples and Order Form in the envelope provided to the Company. For the avoidance of doubt, the Company accepts no responsibility for the taking of specimens by the Customer, the selection of test(s) carried out by the Customer, the despatch of the Sampling Kit, the despatch of the results and any costs relating to the loss of the Sampling Kit including but not limited to any costs incurred by the Customer if any patient has to be recalled for any reason whatsoever.
5. The Sampling Kit shall be deemed to be a Completed Sampling Kit and accepted for testing by the Company, only if the Order Form and the specimens are provided in accordance with the Company’s requirements as set out on the Order Form. If the Sampling Kit is not accepted for testing by the Company for any reason whatsoever, the Company shall inform the Customer and, provide a new Sampling Kit as required.
6. The Company accepts no responsibility for any errors, omissions or other defects in any specimens received, nor any errors or defects in the results.
7. The Company shall provide the results from the Completed Sampling Kit, based on the specimens provided by the Customer.
8. The results shall be despatched in the post and (if requested on the Order Form, they shall also be faxed or emailed) within 10 Business Days of receipt of the Completed Sampling Kit. For the avoidance of doubt, the Company shall not provide any recommendation in relation to treatment of a patient and accepts no responsibility in relation to any action, omission or error in relation to any course(s) of treatment taken by the Customer as a consequence of results provided in conjunction with the Services.

1. The risk of loss of or damage to a Sampling Kit:

1. shall firstly pass to the Customer upon the date of despatch by the Company of the Sampling Kit; and
2. shall then, subject to clause 3.4, pass to the Company upon the date of receipt by the Company of a Completed Sampling Kit.

2. For the avoidance of doubt, if the Sampling Kit received by the Company is not a Completed Sampling Kit, then all such risk shall remain with the Customer.

1. Each Sampling Kit shall be provided free of charge. The Company may supply replacement Sampling Kits or parts to the Sampling Kits in the event of loss of or damage of a Sampling Kit by the Customer. The Company reserves the right to charge reasonable costs for the supply of any such parts or replacement Sampling Kits.
2. The charges for the Services shall be as set out in the Company’s current price list, which shall be available on request.
3. All charges are expressed to be exclusive of VAT.
4. The Company reserves the right to vary these charges from time to time.
5. Unless otherwise agreed in writing, payment shall be taken once the Completed Sampling Kit is received and processed.

The Company shall not be responsible for any default by reason of any delay in performing or any failure to perform any of its obligations under the Contract due to any event beyond the Company’s reasonable control.

1. To the extent permitted by law, the Company is not liable for any loss, damage or liability of any kind suffered by any third party directly or indirectly attributable to the Services. The Customer shall indemnify the Company against each loss, liability and cost arising out of such claims.
2. The Company’s aggregate liability to the Customer, whether for negligence, breach of contract, misrepresentation or otherwise shall in no circumstance exceed the relevant charges (as set out in clause 5.2) for the provision of the Services under the Contract.
3. Subject to this condition 7:

1. all conditions, warranties and representations expressed or implied by statute, common law or otherwise in relation to the Services are excluded;
2. the Company is not liable to the Customer for any loss, damage or injury, direct or indirect, resulting from defects in design, materials or workmanship or otherwise caused, howsoever arising (and whether or not caused by the negligence of the Customer, its employees or agents;
3. the Company is not liable for any indirect or consequential losses or expenses suffered by the Customer, howsoever caused, and including, without limitation, loss of anticipated profits, goodwill, reputation, business receipts or contracts, or losses or expenses resulting from third party claims.

1. The Customer shall take and provide specimens, and comply with its obligations under the Contract in accordance with law, including but not limited to Data Protection Act 1998 and any other applicable data protection legislation, and any legislation or regulations relating to patient confidentiality.
2. The Customer shall indemnify and keep indemnified the Company in relation to any and all claims and proceedings and all liability, loss, cost and expenses incurred in connection therewith incurred by the Company as a result of any claim made or brought by an individual or other legal person in respect of any loss, damage or distress caused to that individual or other legal person as a result of the Customer's breach of its obligations in clause 8.1.

All intellectual property rights in relation to the Sampling Kits or the Services including all computer programs, documentation and other materials are and shall remain vested in the Company or are used by the Company in accordance with a licence from a third party.

1. Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy of the Company whether under the Contract or not.
2. If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable, and the remaining provisions of the Contract and the remainder of such provisions shall continue in full force and effect.
3. Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract will not be construed as a waiver of any of its rights under the Contract.
4. Any notice required or permitted to be given by either party to the other shall be in writing and either delivered personally or sent by first class post, pre-paid recorded delivery or given to the other party in writing at its registered office or principal place of business.
5. Any waiver by the Company of any breach of, or any default under, any provision of the Contract by the Customer will not be deemed a waiver of any subsequent breach of default and will in no way affect the other terms of the Contract.
6. The Customer may not assign or transfer or purport to assign or transfer any of its rights or obligations under the Contract, and for the avoidance of doubt shall not be entitled to provide any Sampling Kit(s) to any third party without the prior written consent of the Company.
7. The parties to this Contract do not intend that any term of this Contract will be enforceable by virtue of the Contract (Rights of Third Parties) Act 1999 by any person that is not a party to it.
8. Any Contract to which these conditions apply shall be governed by, and construed in accordance with the laws of England and parties submit to the exclusive jurisdiction of the English Courts.