Privacy Policy

This Privacy Policy aims to elucidate all of the ways we store, process, disclose, secure, and correct the information you provided to the website.(referred to as “we,” “us,” the “Company” or similar terms). You automatically agree with the Privacy Policy when you visit and use the website for any purpose. All the information provided by your use of the website will be allowed for practices under the terms and conditions of the Privacy Policy.

Terms and Conditions

1. General Provisions

These Sales Terms and Conditions (the “Terms”) govern the provision, sale, and delivery of all goods and/or services (collectively referred to as “Products”) by Beijing Solarbio Science & Technology Co., Ltd.’s affiliated companies or on behalf of affiliated companies (the “Seller”) to customers (the “Customer”). These Terms apply to all transactions between the Seller and the Customer. The Seller’s affiliated companies refer to any company or other entity directly or indirectly controlled by the Seller.

By entering into a contract under these Terms, the Customer agrees that these Terms shall apply to all future transactions, even if not explicitly stated. Placing an order, receiving goods, making payment, or using any of the Seller’s Products indicates that the Customer agrees to abide by these Terms and is legally bound by them. However, if the Buyer has entered into a written supply agreement, distribution agreement, or other relevant sales contracts signed by authorized representatives of both parties (collectively referred to as “Sales Contracts”), in case of conflict with these Terms, the signed agreements shall prevail. In the absence of such Sales Contracts and/or specific terms, these Terms and the terms contained in the Seller’s order confirmations and other electronic confirmations shall be the final, entire, and exclusive agreement between the parties regarding the Seller’s sale of Products to the Buyer.

These Terms may not be modified unless a Sales Contract and/or special specific terms are explicitly entered into in writing as described above, or unless modified in writing by authorized representatives of both parties. Orders placed under these Terms may only be changed or revised upon written agreement and signature of both parties regarding specific changes and their impact on price and delivery time. Without the Seller’s explicit written consent, the Buyer may not cancel the order.

The Seller may change these Terms in the future. For the Buyer’s purchase orders, the Terms published on the Seller’s website, portal, or online services (the “Website”) at the time of placing the purchase order shall prevail. The Buyer understands and agrees that upon the publication of a revised version of the Terms on the Website, it shall be deemed that sufficient and clear notice of the modifications has been given. The Buyer shall review the Terms and other policies and notices each time before purchasing any Products through the Website or other electronic ordering channels, and the Buyer’s use of such Website or other electronic ordering channels indicates acceptance and agreement to the current version of the Terms.

2. Delivery, Inspection, and Return

Unless otherwise agreed, transportation shall be handled by a carrier selected by the Seller in accordance with the Seller’s standard commercial practices. Delivery shall be deemed complete when the Products are handed over to the carrier at the Seller’s shipping point, and the risk and title shall pass to the Buyer at that time. The shipping method for each Product is indicated in the Seller’s catalog. However, the Seller reserves the right to determine the final shipping method based on specific circumstances. The Seller also reserves the right to make partial shipments. The Seller shall issue separate invoices for all partial shipments, and the Buyer shall make payment when the invoices are due, regardless of subsequent deliveries. Delay in the delivery of any installment shall not relieve the Buyer of the obligation to accept the remaining goods.

The Buyer shall immediately inspect the condition, quantity, and description of the transported Products upon receipt and shall notify the Seller of any obvious defects, flaws, or damaged goods within three (3) days after receiving the Products. If the Buyer fails to notify the Seller within thirty (30) days after receiving the Products, the goods shall be finally deemed to comply with these Terms and shall be irrevocably accepted by the Buyer.

The Seller does not accept any return requests without a “Return Application” and the Seller’s written consent. In case of the Seller’s consent, all returned Products must strictly comply with the storage and transportation conditions of the Products and must include the approved return approval form and all materials and other items provided by the Seller with the Products. The Buyer is aware and agrees to bear the losses incurred by the Seller due to order cancellation, including but not limited to storage or shipping fees, production costs of non – standard products, non – refundable material purchase fees, order cancellation fees charged by suppliers to the Seller, and any other costs resulting from contract cancellation. The confirmation of costs by the Seller’s independent accountant shall be final and binding on both parties. Certain products may not be returned without quality issues, including but not limited to refrigerated or frozen products, expired reagents, customized products or special orders, and products without labels or instructions.

3. Force Majeure

Neither party shall be liable for any damage, loss, cost, or expense caused by any delay, restriction, interference, or failure to perform any obligation to the other party due to circumstances beyond the reasonable control of either party, including but not limited to acts of God, laws and regulations, administrative measures, orders or decrees of any court, earthquakes, floods, fires, explosions, wars, terrorist acts, riots, sabotage, accidents, epidemics, pandemics, strikes, lock – outs, slowdowns due to protests, labor disputes, difficulty in obtaining necessary manpower or raw materials, transportation inconvenience or inability to transport, factory or basic machinery breakdowns, emergency repairs or maintenance, interruption or shortage of public utility services, and delayed delivery or defective goods provided by suppliers or subcontractors (collectively referred to as “Force Majeure”).

4. Product Usage Scope

The Buyer shall strictly comply with all instructions, specifications, usage instructions, or usage conditions provided in writing by the Seller to the Buyer (such information includes but is not limited to product data, product information, restricted use information, and restricted use label licenses).

The Buyer is responsible for certifying the hazards involved in using the Products purchased from the Seller and the necessary protective knowledge, and further researching any risks associated with possible operations when using or involving the Products. The Buyer also has the responsibility to take necessary protective measures for its employees, provide risk warnings to its possible affiliated parties and relevant personnel, and cooperate with the Seller to verify the product usage when requested by the Seller. The Buyer warrants that when using the Seller’s Products, it has completed the following on its own: A. Comply with all legal requirements when the Products are to be disposed of by the Buyer. B. Comply with any and all applicable regulatory requirements and generally accepted industry standards. C. Conduct all necessary tests and verifications before using the Products purchased from the Seller, including testing, verifying, and confirming whether the Products are suitable for the intended purpose. D. Obtain any necessary relevant licenses for the use of the Products. E. Use the Products only as research objects for research purposes or for drug license application – related purposes, and not for human or animal treatment or diagnosis purposes.

5. Payment

Unless otherwise agreed in writing, the Buyer shall pay one hundred percent (100%) of the purchase price at the time of ordering. The Seller, at its sole and unfettered discretion, if it deems the ultimate collectability of the purchase price to be in doubt, may decide, without notice to the Buyer, to delay or postpone delivery and change the payment terms for all remaining undelivered portions of the Products to full payment in advance or partial payment.

If the Buyer defaults, including but not limited to failure to pay any due amount, the Seller may, at its option, terminate the order or suspend any further delivery to the Buyer, or sell any undelivered Products on behalf of the Buyer and apply the proceeds, without any offset or deduction, towards the agreed purchase price. The Buyer agrees to pay the remaining due amount to the Seller upon the Seller’s request. The Buyer also agrees to pay all costs and expenses caused by its default, including but not limited to reasonable attorney’s fees, accounting fees, and other related expenses.

6. Taxes and Other Fees

Unless otherwise agreed in writing, any use tax, sales tax, franchise tax, customs duties, inspection or testing fees, or other taxes and fees levied by the government in the transaction between the Buyer and the Seller shall be paid by the Buyer. If the Seller is required to prepay any such taxes and fees, the Buyer shall fully reimburse the Seller for such prepayments. Alternatively, to avoid paying the above – mentioned fees, the Buyer should provide the Seller with a tax – exemption certificate or other documents acceptable to the relevant government department at the time of placing the order.

7. Pricing and Price Changes

Any quotation provided by the Seller shall be valid only within the time specified in the quotation or (if no time is specified) within thirty (30) days from the date of issuance of the quotation. The prices on the Seller’s website may be adjusted slightly at any time according to market and related factors. After the order is confirmed, even if the product price nominally increases, the Seller will issue an invoice based on the price confirmed in the order.

8. Promotion

Any marketing, promotional, or other publicity materials referring to the Seller, the Seller’s affiliated companies, and the Seller’s Products, whether in written or electronic form, must be approved by the Seller before use or publication.

9. Limited Liability

In no event shall the Seller’s liability for all damage claims arising from or related to the Products and their use exceed the total amount paid by the Customer for the Products subject to the claim. In no event shall the Seller be liable for any special, incidental, indirect, consequential, or punitive damages, losses, costs, or expenses incurred by the Buyer or any other person, including but not limited to damages based on loss of goodwill, loss of sales or profits, shutdown, production problems, impairment of other goods, or other aspects, or for any infringement of any third – party intellectual property rights due to the Buyer’s specific use of the Products, regardless of whether such damages or losses are caused by breach of warranty, breach of contract, misrepresentation, negligence, or other reasons.

10. Compliance with Laws and Policies

The Buyer must, and must require its affiliated companies and all levels of representatives to comply with all laws related to the performance of the agreement, including but not limited to laws related to environmental protection, health, and safety.

The Buyer shall comply with all applicable laws including but not limited to anti-corruption, competition laws and foreign trade controls. The Buyer shall not make any promises, give or approve the giving of anything of value to anyone for illegal purposes or for the improper acquisition or retention of business. The Buyer must keep sufficient records to prove its compliance with this clause, and if the Seller sincerely believes that the Buyer has violated these provisions, or if any public institution conducts an investigation or makes an accusation regarding possible illegal activities in these matters, the Buyer shall allow the Seller to review such records. The parties shall cooperate with each other in such reviews or provide documents related to such disputes or investigations. If the Buyer violates any obligation or statement in this clause, the Seller may terminate the agreement immediately and without any liability.

The Seller’s Products and services are subject to all applicable laws, regulations, and international agreements of the People’s Republic of China, including but not limited to the “Regulations of the People’s Republic of China on the Administration of Goods Import and Export” and the “Export Administration Regulations” promulgated by the U.S. Department of Commerce.

All Buyers must comply with all applicable Chinese laws, regulations, and international agreements, as well as other applicable foreign laws, when transferring, selling, importing, exporting, or transferring these Products and services.

11. Governing Law and Jurisdiction

Unless otherwise explicitly agreed, these Terms shall be interpreted and construed in accordance with the substantive laws of the country/region (or state) where the Seller’s sales entity is located. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply.

The parties agree that any lawsuit or legal proceeding that may be initiated by either party shall be filed in the competent court at the place of registration of the Seller’s sales entity.

12. Severability and Conversion

If any provision of these Terms is determined to be invalid or unenforceable, such provision shall not affect the validity and enforceability of the remaining provisions between the parties and shall be separated therefrom. The invalid or unenforceable provision shall be modified to the maximum extent permitted by law to conform to the legal and economic intent of the original provision.

13. Disclaimer

The Seller has always strictly followed its service commitments. The Buyer must be an institution or enterprise with relevant professional knowledge and qualifications and undertakes not to violate the research or drug license application purposes, and not to use the research – purpose Products or services provided by the Seller for any human experiments, in vitro diagnostics, food, non – research – nature animal experiments, or other personal or commercial uses in violation of laws and these Terms. If the Buyer violates the usage purpose and infringes on any rights and interests of a third party, the Seller shall not be liable.