Terms of Sale

Terms of Sale

Effective Date: September 2, 2026 | Version 2.6

These Terms of Sale ("Terms of Sale") govern all quotations, offers, purchase orders, online orders, invoices, and sales of products by AFSBio Inc. ("AFSBio", "we", "our", or "us").

By placing an order, submitting a purchase order, accepting a quotation, making payment, or otherwise purchasing products from AFSBio, the purchaser ("Buyer", "you", or "your") agrees to be bound by these Terms of Sale.

These Terms of Sale supplement AFSBio's Terms of Service, Shipping Policy, Return & Refund Policy, and Privacy Policy. In the event of a conflict relating to a purchase transaction, these Terms of Sale shall control.


1. Eligible Purchasers

AFSBio products are intended solely for legitimate commercial, institutional, governmental, healthcare, and research purchasers.

By placing an order, Buyer represents and warrants that it:

  • Is legally authorized to purchase the products ordered;
  • Is acting on behalf of a legitimate institution, laboratory, company, hospital, university, government agency, or other qualified organization;
  • Possesses all licenses, permits, approvals, registrations, and authorizations required by applicable law; and
  • Will use the products only for lawful purposes.

AFSBio may request documentation verifying institutional affiliation, purchasing authority, licensing status, regulatory compliance, or end use before accepting or fulfilling any order.

Failure to provide requested documentation within five (5) business days may result in delay, suspension, or cancellation of the order.


2. Research Use Only (RUO)

Unless expressly stated otherwise in writing:

  • Products are supplied for Research Use Only (RUO);
  • Products are not intended for human use;
  • Products are not intended for veterinary use;
  • Products are not intended for diagnostic use;
  • Products are not intended for therapeutic use.

Buyer is solely responsible for ensuring compliance with all applicable laws, regulations, institutional policies, biosafety requirements, and licensing obligations relating to the purchase, importation, possession, storage, handling, transport, and use of products.

AFSBio makes no representation regarding the suitability of any product for a particular application.


3. Quotations and Pricing

All quotations are non-binding unless expressly stated otherwise.

Unless otherwise specified:

  • Quotations expire thirty (30) calendar days from issuance;
  • Product pricing is subject to change without notice;
  • Product availability is not guaranteed;
  • Supplier inventory levels are subject to change without notice.

AFSBio reserves the right to correct:

  • Pricing errors;
  • Typographical errors;
  • Product description errors;
  • Supplier pricing changes;
  • Currency conversion errors; and
  • Other inaccuracies

at any time before shipment.

If a correction materially affects an order already placed, Buyer may elect to proceed under the corrected terms or cancel the affected item.


4. Currency and Taxes

Orders must be paid in the currency specified by AFSBio at checkout, on quotation, or on invoice.

Where payment is made in an incorrect currency, AFSBio may:

  • Issue a supplemental invoice;
  • Require additional payment;
  • Deduct banking or foreign exchange losses from any refund.

Buyer remains responsible for all currency conversion charges imposed by payment processors, financial institutions, banks, or card issuers.

Unless expressly stated otherwise, prices do not include:

  • Sales taxes;
  • GST;
  • HST;
  • VAT;
  • Customs duties;
  • Brokerage fees;
  • Government fees; or
  • Similar governmental charges.

Buyer is responsible for all applicable taxes and governmental charges.


5. Payment Terms

Payment is due as specified at checkout, quotation, invoice, or approved credit agreement.

AFSBio may:

  • Require prepayment;
  • Require payment before shipment;
  • Refuse credit terms;
  • Suspend shipments;
  • Refuse future orders;
  • Cancel outstanding orders

for non-payment or credit concerns.

Overdue balances may accrue interest at the maximum rate permitted by applicable law.

Buyer agrees to reimburse AFSBio for all reasonable costs of collection, including legal fees, collection agency fees, court costs, and related expenses.


6. Order Acceptance and Cancellation

Submission of an order does not constitute acceptance by AFSBio.

Orders become binding only upon acceptance by AFSBio.

AFSBio reserves the right to reject, suspend, limit, or cancel any order for any lawful reason, including:

  • Product unavailability;
  • Supplier restrictions;
  • Export-control requirements;
  • Regulatory concerns;
  • Fraud concerns;
  • Pricing errors;
  • Failure to provide requested documentation;
  • Shipping restrictions; or
  • Compliance concerns.

Custom-manufactured, made-to-order, special-order, and custom-quoted products may not be cancelled once production, procurement, or fulfillment has begun.

We reserve the right to refuse or cancel any order. You agree to provide accurate account and payment information. Purchases must align with institutional laboratory use. Transactions must be completed in the designated regional currency. Where payment is received in an incorrect currency, AFSBio Inc. reserves the right to issue a supplemental invoice for any shortfall resulting from currency conversion. Overpayments attributable solely to currency error will be refunded net of applicable bank and conversion fees within thirty (30) days of written notice from the Buyer. Temperature-sensitive, custom, and perishable items are non-returnable and non-refundable. Custom orders cannot be cancelled after production begins. Approved returns may incur up to a 20% restocking fee.


7. Commercial Shipping Address Requirement

AFSBio products may only be shipped to verified commercial, institutional, governmental, healthcare, or research facilities.

Residential addresses, mail forwarding services, virtual offices, home-based businesses, and P.O. Boxes may be refused.

If an order must be cancelled because an ineligible shipping address cannot be corrected before processing begins, AFSBio may deduct a processing and administrative fee equal to five percent (5%) of the order value.

This fee reflects unrecoverable payment processing charges, currency conversion costs, banking fees, and administrative expenses incurred in connection with the transaction and cancellation.

Operational address-verification requirements are further described in the Shipping Policy.


8. Export Controls and Regulatory Compliance

Buyer is solely responsible for obtaining and maintaining all permits, approvals, registrations, licenses, clearances, and authorizations necessary for lawful purchase, importation, possession, transport, storage, and use of products.

AFSBio may require:

  • End-user certificates;
  • Institutional verification;
  • Biosafety approvals;
  • Import permits;
  • Export-control documentation;
  • Regulatory registrations; or
  • Additional compliance documentation.

Orders may be delayed, suspended, or cancelled if compliance requirements cannot be satisfied.


9. Shipping and Delivery

Products may be shipped directly by:

  • Manufacturers;
  • Authorized distributors;
  • Contract fulfillment providers;
  • Cold-chain logistics providers; or
  • Other authorized suppliers.

Split shipments may occur.

Delivery dates are estimates only.

Time is not of the essence.

AFSBio shall not be liable for delays arising from:

  • Supplier shortages;
  • Manufacturing delays;
  • Carrier delays;
  • Weather conditions;
  • Regulatory reviews;
  • Customs inspections; or
  • Events beyond AFSBio's reasonable control.

Operational shipping procedures are governed by the Shipping Policy.

For temperature-sensitive products, Buyer must inspect shipments immediately upon receipt and notify AFSBio Inc. of any suspected cold-chain failure, visible product degradation, or temperature excursion within twenty-four (24) hours of delivery. For non-temperature-sensitive products, Buyer must inspect shipments immediately upon receipt and notify AFSBio Inc. within seventy-two (72) hours of delivery. For incorrect goods, Buyer must inspect shipments immediately upon receipt and notify AFSBio Inc. of within 5 (5) business days of delivery. Notification must be provided in writing and must include photographic documentation of the shipment, packaging, and any available temperature monitoring data. Failure to provide timely notice will constitute acceptance of the shipment and waiver of any related claim. AFSBio Inc. will have no obligation to replace or refund products where timely notice is not provided.

Shipments are made under Incoterms 2020 as follows: (i) for shipments within the United States and Canada, delivery shall be made on a Delivered at Place (DAP) basis, with AFSBio Inc. responsible for arranging transportation and customs brokerage; and (ii) for shipments to Australia and New Zealand, delivery shall be made on a Delivered at Place (DAP) basis, with the Buyer acting as importer of record and responsible for all applicable import duties, taxes, and local charges.

Notwithstanding the foregoing, risk of temperature excursion, degradation, or improper post-delivery handling shall transfer to the Buyer immediately upon physical delivery of the shipment to the destination address.

AFSBio Inc. shall not be liable for delays, seizures, rejections, or additional costs arising from customs clearance processes, regulatory inspections, or import compliance issues.

Where AFSBio Inc. arranges customs clearance or brokerage services on behalf of the Buyer, such services are provided as a convenience only, and the Buyer remains the importer of record unless otherwise explicitly agreed in writing.

Additional operational shipping procedures are described in our Shipping Policy. The Shipping Policy supplements, and does not modify, the risk allocation, warranty disclaimers, limitation of liability provisions, or delivery terms set forth in these Terms and in the Terms of Sale


10. International Shipments

International shipments are made under Incoterms® 2020 as specified by AFSBio.

Unless otherwise agreed in writing:

United States and Canada

Products are supplied on a Delivered at Place (DAP) basis, with transportation and customs brokerage arranged by AFSBio where applicable.

Australia and New Zealand

Products are supplied on a Delivered at Place (DAP) basis.

Buyer acts as importer of record and remains responsible for:

  • Duties;
  • Taxes;
  • Customs documentation;
  • Import permits;
  • Regulatory filings; and
  • Government fees.

If the Incoterm identified on a quotation, invoice, order confirmation, or other transaction document differs from the above summary, the transaction document shall control.


11. Inspection and Acceptance

Buyer shall inspect shipments immediately upon delivery.

Claims must be reported within the timeframes specified in the Return & Refund Policy.

As of the Effective Date of these Terms:

  • Temperature-related issues must be reported within twenty-four (24) hours of delivery;
  • Damaged or defective products must be reported within seventy-two (72) hours of delivery; and
  • Incorrect shipments must be reported within five (5) business days of delivery.

Failure to provide timely notice constitutes acceptance of the shipment.


12. Returns, Refunds and RMAs

Returns, refunds, replacements, credits, warranty claims, and Return Merchandise Authorizations (RMAs) are governed exclusively by the Return & Refund Policy.

Products designated as:

  • Temperature-sensitive;
  • Biological;
  • Perishable;
  • Hazardous;
  • Custom-manufactured;
  • Special-order; or
  • Regulated

may be non-returnable.


13. Supplier Warranties Only

AFSBio acts primarily as a distributor and intermediary between customers and manufacturers.

AFSBio makes no independent product warranties.

Any warranty available with respect to a product is provided solely by the original manufacturer or supplier, if at all.

Buyer acknowledges that replacement, refund, credit, and warranty decisions may depend upon supplier review and approval.


14. Exclusive Remedies

To the maximum extent permitted by law, Buyer's exclusive remedies shall be limited to:

  • Replacement;
  • Store credit; or
  • Refund

as determined under the Return & Refund Policy and applicable supplier requirements.

No recovery shall exceed the purchase price paid for the specific product giving rise to the claim.


15. Force Majeure

AFSBio shall not be liable for delays, interruptions, or failures arising from causes beyond its reasonable control, including natural disasters, carrier disruptions, customs delays, labor disruptions, regulatory actions, utility failures, pandemics, cyber incidents, supplier failures, or transportation interruptions.


16. Governing Documents

The following documents are incorporated by reference:

  1. Terms of Service
  2. Shipping Policy
  3. Return & Refund Policy
  4. Privacy Policy

In the event of a conflict concerning a purchase transaction, the following order of precedence shall apply:

  1. Terms of Sale
  2. Terms of Service
  3. Return & Refund Policy
  4. Shipping Policy

For privacy matters, the Privacy Policy controls.