Australia Terms and Conditions

You agree that these Terms and Conditions apply to you when you view, access or otherwise use any website owned by Promega Corporation or its affiliates (in each such case, the “Website”). The Website is owned by Promega. Promega grants you a nonexclusive, nontransferable, limited right to access and display the Website and the materials provided on the Website and make the downloads permitted under the heading “Copyright Notice” below, provided that you comply fully with these Terms and Conditions of Use.

Accuracy. All data and information provided on this site is for informational purposes only. Promega makes no representations as to accuracy, completeness, currentness, suitability or validity of any information on the Website and will not be liable for any errors, omissions or delays in this information or any losses, injuries or damages arising from its display or use. All information is provided on an AS-IS basis.
Opinions. Any opinions expressed on the Website, and those providing comments, are those of the individual authors alone, and do not necessarily reflect the opinions of Promega or any of its agents or employees.
Copyright Notice. All materials published on or used on the Website are protected by copyright, and are owned or controlled by or licensed to Promega, or the party listed as the provider of the materials. UNAUTHORIZED COPYING, REPRODUCTION, REPUBLISHING, UPLOADING, POSTING, TRANSMITTING OR DUPLICATING OF ANY OF THE MATERIAL IS PROHIBITED. You may download any downloadable materials displayed on the Website only for personal, noncommercial and informational purposes, provided that the documents are not modified and provided you maintain and abide by all copyright, trademark and other notices contained in such material.
Copyright Notification. Promega respects the intellectual property rights of others. Upon proper notice, Promega will remove user-posted comments, posts, messages or other submissions on or to the Website that violate copyright law, or suspend access to the Website (or any portion thereof) to any user who repeatedly uses the Website in violation of copyright law. Pursuant to 17 U.S.C § 512, Promega has implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your work has been used in a way that constitutes copyright infringement, please send Promega a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit Promega to locate the material on the Website; (c) information reasonably sufficient to permit Promega to contact you, such as an address, telephone number and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (e) a statement by you that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; (f) your physical or electronic signature; and (g) such other information as we reasonably request, in the form we reasonably request, to ensure that the Notice of Infringement will not give rise to any adverse claim including for unjustified threats. Please provide us with a notice that includes all of the above enumerated information (“Notice of Infringement”) and fax or mail it to the following address:

Promega Corporation
Attn: General Counsel
2800 Woods Hollow Road
Madison, WI 53711
Facsimile: 1-608-277-2660

By submitting a Notice of Infringement, you acknowledge and agree that Promega may forward your Notice of Infringement and any related communications to any users who posted the material identified in such notice.
Commercial Use of Promega Website Materials and Screen Shots. Reproduction, copying or redistribution of materials on the Website for commercial purposes is prohibited without the express written permission of Promega.
Links to Other Websites, Websites and/or Materials. Links may appear on the Website that may be used to link to other Website(s) or websites. These links are provided solely as a courtesy to our Website visitors. Promega has no control over the linked sites or the materials, information, goods or services available or contained on these linked sites. Promega is not responsible for and does not endorse or warrant in any way any materials, information, goods or services available through such linked sites or any privacy or other practices of such sites. If you decide to access any of the linked sites, you do so entirely at your own risk. Promega reserves the right to terminate any link at any time.
Prohibited Actions. You agree not to interrupt, or attempt to interrupt, the operation of the Website in any way. Unauthorized use or modification of any information stored on the Website may result in criminal and/or civil prosecution under federal, state and local law. You may not use the Website for anything other than a lawful and legitimate purpose. You agree not to use the Website to carry out any unauthorized alteration of any data or information on the Website or to conduct any activity that infringes on the copyright, patent, trademark, service mark or other rights of any person or entity. You shall not restrict or inhibit any other user from using and enjoying any service conducted on the Website. The Website is not intended for use by anyone under the age of 18. We reserve the right to limit or deny your access to the Website or take other appropriate action if you violate any provision of these Terms and Conditions of Use or if you conduct any activity that violates the rights of any person or entity, or which we in our sole discretion deem unlawful, offensive, threatening, abusive or potentially harmful or malicious.
Modification of Terms and Conditions of Use. We reserve the right to make changes to these Terms and Conditions at any time.If we propose to change these Terms and Conditions, we will display at least 2 weeks’ prior notice of the change on www.promega.com or such other site as we consider will give appropriate notice of the change.Your continued use of the Website constitutes your agreement to comply with such revisions, so you should visit a Website page from time to time.
E-mail May Not Be Used to Provide Notice. Communications made through the Website’s e-mail and messaging system shall in no way be deemed to constitute legal notice to Promega or any of its officers, employees, agents or representatives, such as where notice to Promega is required by contract, or any federal, state or local laws, rules or regulations.
Disclaimer; Limitation of Damages.
- Promega expressly disclaims all liability for any viruses or other contamination of your computer system or other device used to access the Website as a result of your use of the Website, and expressly disclaims all liability for actions taken or not taken based on any or all of the contents of the Website. THE WEBSITE IS PROVIDED “AS IS,” WITHOUT ASSURANCES OR REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, CONDITIONS OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, PROMEGA NEITHER MAKES NOR GIVES ANY ASSURANCES (WHETHER WARRANTIES OR CONDITIONS OR OTHERWISE) OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, THAT ACCESS TO OR OPERATION OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE.
- USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, OTHER COMMUNICATIONS, CONTENT OR OTHER MATERIAL (INCLUDING, WITHOUT LIMITATION, SOFTWARE) ACCESSED THROUGH OR OBTAINED BY MEANS OF THE WEBSITE.
- IMPORTANT NOTE: The previous provisions of this Disclaimer; Limitation of Damages section do not apply to the extent they would be unenforceable or otherwise contrary to laws which provide for mandatory consumer rights and which are applicable to these Terms and Conditions.Some mandatory laws, for example, provide for a nonexcludable consumer guarantees.To the extent such laws apply to these Terms and Conditions, you agree that our liability to you in respect of matters under these Terms and Conditions will be limited to the maximum extent permitted by such laws.
Applicable Laws; Venue. (a)The display of the Website alone does not subject Promega to any specific jurisdiction. Access to the Website from any territory where the content is illegal is prohibited. If you choose to access the Website from other locations, you do so at your own risk and are solely responsible for compliance with any and all applicable laws, rules and regulations. You may not use or export any of the Website materials in violation of U.S. export laws and regulations. (b) Any claim related to the use of the Website or to the Website materials shall be governed by, construed and enforced in accordance with the laws of the State of Wisconsin as applied to agreements made and to be performed entirely therein. Any action arising out of or related to the access, use, content or existence of the Website shall be filed only in the appropriate state or federal court located within the State of Wisconsin. The access, viewing or use of the Website constitutes the user’s express permission and consent to the jurisdiction of the state and/or federal courts of the State of Wisconsin for purposes of such actions.(c) The references to the State of Wisconsin in para (b) of this section do not apply to the extent they would be unenforceable or otherwise contrary to laws which provide for mandatory consumer rights and which are applicable to these Terms and Conditions.Some mandatory laws may require the governing law or the forum for the determination of disputes to be other than those of the State of Wisconsin.
Privacy. We have a Privacy Policy. It applies to personally identifiable information collected by us through the Website and other systems and processes under our control. A copy of this policy can be found here.

Terms and Conditions of Sale

Unless a separate agreement has been executed between the parties for the goods or services, Promega’s standard Terms and Conditions of Sale will govern the transactions contemplated herein.

Basis of Sale

Promega Corporation ("Promega") will sell and the person, firm, company or institution (“Buyer”) will purchase the goods listed on Promega’s current product and price list ("Products") subject to these terms and conditions.
No quotation given by Promega shall constitute an offer to supply the Products. An order placed by Buyer, whether or not in response to a quotation, shall constitute an offer made to Promega subject to these terms and conditions. No terms or conditions put forward or implied by Buyer, in the order, correspondence or elsewhere, shall be binding on Promega and such conditions or stipulations are hereby excluded and extinguished.
All contracts for Products are subject to availability.
Any error or omission in any quotation, catalog, sales literature, invoice or other document issued by Promega shall be subject to correction by Promega without liability to Promega.

Orders

Buyer shall be responsible to Promega for the accuracy of all orders. In the event of a discrepancy between a catalog number and its product description, the catalog number will be used to satisfy the order.
Buyer shall be responsible to Promega for all confirmation orders to be clearly marked "CONFIRMATION" to avoid duplication of an order.
All Buyer's orders are subject to Promega's acceptance.
Promega reserves the right to make changes in the specification of Products ordered which do not materially affect quality or performance of the Products.

Price

Unless specifically agreed otherwise, the price for the Products will be that as shown in Promega’s current online catalog at the time of delivery.
Where consideration under these terms and conditions is for a taxable supply, the Buyer shall in pay Promega an additional amount equal to that consideration multiplied by the applicable rate of GST. Any such additional amount shall be payable on the due date for payment of the consideration. Promega shall issue a tax invoice to the Buyer for any such taxable supply at or before that time. "GST", "taxable supply" and "tax invoice”, have the meanings given in the A New Tax System (Goods and Services Tax) 1999 Cth as amended from time to time.
Promega reserves the right to charge a fuel surcharge, delivery, packaging and/or handling charge on all orders.
If Buyer is tax exempt, Buyer shall provide to Promega a tax exemption certificate from time to time upon request by Promega.

Payment

Payment terms are net 30 days from date of invoice. No offsets, settlement discounts or other deductions of any kind may be made against amounts due.
The time for payment shall be of the essence for all Products. In the event of default in payment by a due date, Promega reserves the right, without prejudice to other rights, to (a) charge interest at the indicator lending rate for unsecured overdraft facilities of AU$100,000, published by the Commonwealth Bank of Australia, +2% per annum, as of the time of default and/or (b) suspend further deliveries.
Promega reserves the right to withhold delivery of all Products until payment of all amounts owed in respect thereof is confirmed.
All amounts due are payable in invoiced currency unless otherwise agreed in writing.
All costs, including, without limitation, legal expenses incurred by Promega in recovering overdue debts will be payable by Buyer.

Delivery and Return

Unless agreed to otherwise by Promega in writing, all sales are EXW (origination point) Incoterms 2010. Promega reserves the right to make delivery in installments. Customer acknowledges that the Products are subject to US export control laws and regulations.
Products supplied will not be accepted for return unless returned in accordance with an authorization issued by Promega.

PRODUCT USE LIMITATIONS; Trademarks, Service Marks and Patents

The purchase of a Product only conveys to customer the nontransferable right to use the Product purchased in compliance with the applicable intended use statement, limited use statement or Limited Use Label Licenses (LULL) if any, in Promega's catalogs, on its website (see http://www.promega.com/lull), or on the label or associated documentation.
Please see Technical and Legal References section of the current catalog or the Promega Patent and Trademark Page for other applicable acknowledgements, disclaimers, trademarks, service marks and patent information.
Product claims are subject to change. Please contact Promega Technical Services or access the Promega online catalog for the most up-to-date information on the Products.
Applications mentioned in Promega's literature are provided for informational purposes only. Promega does not warrant that all applications have been tested in Promega laboratories using Products.
Products labeled "For Laboratory Use" are intended For Research Use Only outside the United States.

Warranties and Liabilities

Each Product is warranted to meet or exceed the specifications stated in either the materials sent with the Product, or if no such materials are so provided, the specifications for such Product posted on Promega’s online catalog at the time of sale.
THE WARRANTIES IN THESE TERMS AND CONDITIONS ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, SAID WARRANTIES BEING EXPRESSLY DISCLAIMED.
Buyer agrees that its sole and exclusive remedy against Promega shall be limited to the repair and replacement of Products or parts of Products, provided Promega is promptly notified in writing, prior to the expiration of the applicable warranty period, of any defect. This exclusive remedy shall not be deemed to have failed of its essential purpose so long as Promega is willing and able to repair or replace the Products or parts of Products. THIS PARAGRAPH STATES BUYER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY.
The statute of limitations applicable to all claims arising under these Terms and Conditions shall be one (1) year from the date the claim accrues. THE MAXIMUM LIABILITY, IF ANY, OF PROMEGA FOR ALL DIRECT DAMAGES, INCLUDING WITHOUT LIMITATION CONTRACT DAMAGES AND DAMAGES FOR INJURIES TO PERSONS OR PROPERTY, WHETHER ARISING FROM PROMEGA’S BREACH OF THESE TERMS AND CONDITIONS, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY OR TORT WITH RESPECT TO THE GOODS, OR ANY SERVICES IN CONNECTION WITH THE GOODS, IS LIMITED TO AN AMOUNT NOT TO EXCEED THE PRICE OF THE GOODS. IN NO EVENT SHALL PROMEGA BE LIABLE TO BUYER FOR ANY INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST REVENUES AND PROFITS, EVEN IF PROMEGA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE RIGHT TO RECOVER DAMAGES WITHIN THE LIMITATIONS SPECIFIED IS BUYER’S EXCLUSIVE ALTERNATIVE REMEDY IN THE EVENT THAT ANY OTHER CONTRACTUAL REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
The application of the United Nations Convention on Contracts for the International Sale of Goods (the Vienna Convention) to these terms and conditions (by virtue of any law relevant to these terms and conditions) is excluded.
Nothing in these terms and conditions excludes, restricts or modifies any condition, warranty, right or liability implied in these terms and conditions or protected by law to the extent that such exclusion, restriction or modification would render these terms and conditions or any provision of these terms and conditions void, illegal or unenforceable.
Without limiting the previous paragraph, pursuant to s 64A of the Australian Consumer Law (under the Competition and Consumer Act 2010 (Cth)) this section applies in respect of any of the goods or services supplied under these terms and conditions which are not of a kind ordinarily acquired for personal, domestic or household use or consumption, provided that this sub-clause will not apply if the Buyer establishes that reliance on it would not be fair. Where this section applies, the parties agree that Promega’s liability for breach of any guarantees conferred by that Australian Consumer Law other than those conferred by ss 51–53 of that Law, is limited:
1. in the case of goods, to any one of the following as determined by Promega:
  1. the replacement of the goods or the supply of equivalent goods; or
  2. the repair of the goods; or
  3. the payment of the cost of replacing the goods or of acquiring equivalent goods; or
  4. the payment of the cost of having the goods repaired;
2. in the case of services, to any one of the following as determined by Promega:
  1. the supplying of the services again; or
  2. the payment of the cost of having the services supplied again.

Hazards and Toxicity

All Products offered by Promega are intended for use by qualified professionals who are trained in good laboratory procedures and are familiar with their potential hazards.
The Products contain chemicals that may be harmful if misused. Due care should be exercised with all Products to prevent direct human contact.