Ribology Sales Terms & Conditions
Effective Date: July 2025
1.1. Customer – Any person or entity placing an order with Ribology for the purchase of Products or Services.
1.2. Ribology – The entity providing the Products and Services, with a registered address as shown on the Customer’s quotation or invoice.
1.3. Products – All instruments, consumables, reagents, spare parts, or other items sold by Ribology.
1.4. Services – Includes maintenance, technical support, and other service offerings provided by Ribology.
1.5. Equipment – Instruments and/or molecular biology robotic workstations manufactured or supplied by Ribology.
These terms and conditions (“Agreement”) govern all purchases of Products and Services by the Customer from Ribology, unless otherwise agreed to in a separate written agreement signed by both parties. Any contrary terms in Customer’s documents are expressly rejected.
Orders must include: billing and shipping addresses, product catalog number, description, size, quantity, and PO number. Orders are binding once accepted by Ribology, which may occur via written confirmation or by fulfillment.
4.1. Pricing is based on written quotations and subject to change with 30 days’ notice.
4.2. Prices exclude taxes, customs duties, insurance, shipping, and other fees unless stated otherwise.
4.3. Prices are Ribology’s confidential information.
5.1. Products are shipped from Sydney NSW. Title and risk pass to Customer upon delivery to carrier.
5.2. Delivery dates are estimates. Partial shipments may occur.
5.3. Ribology is not liable for delays caused by force majeure events.
6.1. Invoices are payable within the agreed credit terms stated on the invoice or as otherwise agreed in writing between Ribology and the Customer. Unless specified otherwise, payment is due net 7 days from the invoice date.
6.2. Overdue accounts may incur a monthly interest charge of 1.5% (or the maximum rate permitted by law), calculated from the due date until full payment is received. Ribology reserves the right to suspend or withdraw credit facilities for overdue or delinquent accounts.
6.3. Ribology reserves the right to modify credit terms or suspend delivery or service if Customer’s creditworthiness becomes unsatisfactory or if payments are not made when due.
6.4. Ribology retains a purchase money security interest in all Products until full payment is received.
6.5. Customer is responsible for all applicable taxes, duties, and fees unless valid exemption documentation is provided.
7.1. Products – Ribology warrants Products to be free from defects in materials and workmanship at time of shipment for 30 days.
7.2. Equipment – New equipment is warranted for 12 months; refurbished for 6 months.
7.3. Returns – Require prior authorization. Non-defective returns are subject to restocking fees and must be in original packaging.
Ribology is not liable for any indirect, incidental, or consequential damages. Liability is limited to the purchase price of the affected Product or Service.
Customer agrees to indemnify and hold harmless Ribology from any claims arising out of use or misuse of the Products, except to the extent caused by Ribology’s gross negligence or willful misconduct.
Both parties agree to comply with applicable laws, regulations, and export controls.
Each party agrees to keep confidential any proprietary or sensitive information disclosed during the business relationship.
If Customer collects personal or biometric data from Ribology personnel, they must comply with all relevant privacy laws and indemnify Ribology for any breach.
Neither party shall discriminate based on race, gender, religion, age, national origin, or other protected categories.
This Agreement constitutes the full agreement between the parties and may not be modified except in writing signed by both parties.
Customer may not assign this Agreement without Ribology’s written consent, except in the case of a full business transfer. Ribology may assign freely.
If any provision is held invalid, the remainder of the Agreement shall remain in effect.
Ribology shall not be liable for failure or delay due to events beyond its control (e.g., war, natural disasters, pandemics, labor shortages).
This Agreement is governed by the laws of the jurisdiction of Ribology’s registered office. Disputes shall be resolved by binding arbitration under ICC rules. Class action waivers apply.
Ribology may terminate the Agreement for Customer default, insolvency, or non-payment. Customer is liable for costs incurred up to termination.
Customer is responsible for complying with all regulatory requirements and using Products only as intended. Products labeled for research use are not for clinical diagnostics.
Customer may not resell or transfer Products without prior written approval from Ribology.
If applicable, B2B purchases via eProcurement platforms are also subject to this Agreement.
Electronic or PDF signatures are deemed legally binding.
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