Terms of service
Welcome to Sovicell. The terms "we", "us" and "our" refer to Sovicell. Sovicell operates this store and website, including all related information, content, features, tools, products and services in order to provide professional and institutional customers with access to laboratory and scientific products (the "Services"). Sovicell is powered by Shopify, which enables us to provide the Services to authorized business users.
The below terms and conditions, together with any policies referenced herein (these "Terms of Service" or "Terms") describe the rights and responsibilities of organizations and authorized representatives when using the Services.
Please read these Terms of Service carefully, as they include important information about legal rights and cover areas such as warranty disclaimers and limitations of liability.
By visiting, interacting with, or using our Services, you represent that you are acting on behalf of a business, institutional, or professional organization and are authorized to bind that organization to these Terms of Service and our Privacy Policy [LINK]. If you do not agree to these Terms of Service or Privacy Policy, you must not use or access our Services.
SECTION 1 - ACCESS AND ACCOUNT
By agreeing to these Terms of Service, you represent that you are acting on behalf of a business, institutional, or professional organization and that you are duly authorized to place orders and enter into binding agreements on behalf of that organization.
To use the Services, including accessing or browsing our online store or purchasing any of the products or services we offer, you may be asked to provide certain information, such as your email address, billing, payment, and shipping information. You represent and warrant that all information you provide is correct, current, and complete, and that you have all necessary rights and authority to provide such information on behalf of the purchasing organization.
You are solely responsible for maintaining the security of your account credentials and for all activity conducted under your account. You may not transfer, sell, assign, or license your account to any other person or entity without our prior written consent.
SECTION 2 - OUR PRODUCTS
We have made every effort to provide accurate descriptions of our products and services in our online store. However, please note that images, colors, packaging, or product appearance may differ depending on display settings, manufacturing updates, or packaging changes.
We do not warrant that the appearance of any products purchased by you will exactly match images shown in our online store. Product performance and suitability are defined by the applicable product documentation, specifications, and instructions provided with the product.
All descriptions, specifications, and availability of products are subject to change at any time without notice at our sole discretion. We reserve the right to discontinue any product at any time and may limit the quantities of any products that we offer to any person, organization, geographic region, or jurisdiction on a case-by-case basis.
SECTION 3 - INTENDED USE OF PRODUCTS
The Products supplied by Sovicell are intended solely for professional laboratory and research use by business, institutional, and scientific customers. The Products are designed to be used only by suitably trained and qualified personnel familiar with standard laboratory practices and applicable safety procedures. The Products are not intended for personal, household, or consumer use. Unless expressly stated otherwise in the applicable product documentation, the Products are not intended for clinical, therapeutic, or diagnostic use in humans or animals. The Customer is responsible for ensuring that the Products are used only for their intended professional and research purposes.
SECTION 4 - HANDLING, STORAGE, AND USE
After receipt of delivery, the Customer is solely responsible for the storage, handling, preparation, and use of the Products. The Customer shall ensure that all Products are handled and stored in accordance with the instructions, labels, technical documentation, and any safety information provided with the Products. The Customer shall ensure that appropriate storage conditions, including temperature requirements where applicable, are maintained at all times after delivery. Failure to follow applicable handling or storage requirements may affect product performance and shall not constitute a defect in the Product. The Customer shall ensure that only appropriately trained personnel prepare and use the Products in accordance with established laboratory practices.
SECTION 5 - BIOSAFETY AND DISPOSAL
The Customer acknowledges that certain Products may contain biological materials or may generate laboratory waste requiring regulated handling and disposal. The Customer is solely responsible for the safe handling, containment, treatment, transport, and disposal of all used Products and any resulting materials or waste in accordance with all applicable laws, regulations, institutional policies, and laboratory safety requirements in the applicable jurisdiction. Disposal requirements may vary by country and institution, and the Customer is responsible for determining the appropriate disposal method. Unless expressly agreed in writing, Sovicell does not accept returns of opened, used, contaminated, or waste-containing Products.
SECTION 6 - ORDERS
When you place an order, you are making an offer to purchase. Sovicell reserves the right to accept or decline your order for any reason at its discretion. Your order is not accepted until Sovicell confirms acceptance. We must receive and process your payment before your order is accepted. Please review your order carefully before submitting, as Sovicell may be unable to accommodate cancellation requests after an order is accepted. In the event that we do not accept, make a change to, or cancel an order, we will attempt to notify you by contacting the e-mail, billing address, and/or phone number provided at the time the order was made.
Your purchases are subject to return or exchange solely in accordance with our Refund Policy: https://sovicell.com/policies/refund-policy.
You represent and warrant that your purchases are for internal professional, scientific, laboratory, or research use within your organization and not for resale, redistribution, or export unless expressly authorized in writing by Sovicell.
SECTION 7 - PRICES AND BILLING
Prices, discounts, and promotions are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Unless otherwise expressly stated, posted prices do not include taxes, shipping, handling, customs duties, import taxes, tariffs, inspection fees, or other governmental or carrier charges.
Prices posted in our online stores may differ from prices offered through distributors, resellers, or other sales channels. We may offer, from time to time, promotions on the Services that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.
You agree to provide current, complete, and accurate purchase, payment, and account information for all purchases made through our stores. You agree to promptly update your account and other information, including your email address and payment details, so that we can complete your transactions and contact you as needed.
You represent and warrant that (i) the payment information you provide is true, correct, and complete, (ii) you are duly authorized to use the selected payment method on behalf of the purchasing organization, (iii) charges incurred by you will be honored by your payment provider, and (iv) you will pay all charges incurred at the posted prices, together with shipping, handling, and all applicable taxes, duties, and other charges.
SECTION 8 - SHIPPING, DELIVERY, AND RECEIPT
All delivery dates and times are estimates only and are not guaranteed. Sovicell is not liable for delays caused by shipping carriers, customs processing, regulatory inspections, or events outside our control. Unless otherwise agreed in writing, title to and risk of loss pass to the Customer once the Products are transferred to the carrier.
The Customer is responsible for managing the import process in the destination country and for obtaining all required permits, licenses, approvals, and regulatory clearances. The Customer shall bear all customs duties, import taxes, VAT, tariffs, brokerage fees, inspection fees, and similar governmental or carrier charges, and shall provide all information reasonably required for shipment and customs clearance. Sovicell is not liable for delays, holds, refusals, inspections, seizures, or additional costs arising from import requirements or the Customer’s non-compliance.
The Customer shall ensure that a qualified recipient is available to receive deliveries and shall promptly inspect shipments upon receipt. The Customer must immediately follow all applicable storage, handling, and temperature requirements. Any visible transport damage, shortages, or discrepancies must be reported to Sovicell without undue delay after receipt. Failure to promptly inspect shipments or properly store Products after delivery shall not constitute a defect in the Products.
SECTION 9 - TEMPERATURE CONDITIONS AND TEMPORARY THAWING
Certain Products may be shipped under frozen or temperature-controlled conditions to support safe transport and handling. Temporary thawing during shipment does not by itself render a Product defective, provided the Product remains otherwise usable in accordance with the applicable product instructions. Frozen shipment is used primarily to facilitate handling and to maintain proper positioning of bead-containing components during transport.
If a Product has thawed during shipment, the Customer should centrifuge or spin the relevant plate or vial for approximately five (5) minutes to collect beads at the bottom, and then resuspend the contents in accordance with the applicable product instructions before use. Temporary thawing alone shall not constitute grounds for rejection, return, refund, or replacement of the Product.
SECTION 10 - INTELLECTUAL PROPERTY
Our Services, including but not limited to all trademarks, brands, text, displays, images, graphics, product descriptions, video, audio, and the design, selection, and arrangement thereof, are owned by Sovicell, its affiliates, or licensors and are protected by applicable patent, copyright, trademark, and other intellectual property laws.
These Terms permit you to access and use the Services for internal business and professional purposes only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from the Services without our prior written consent, except as necessary for your internal business use. Except as expressly provided herein, nothing in these Terms grants or shall be construed as granting any license or rights under any patent, trademark, copyright, or other intellectual property of Sovicell, Shopify, or any third party. Unauthorized use of the Services may violate applicable intellectual property laws. All rights not expressly granted herein are reserved by Sovicell.
Sovicell's names, logos, product and service names, designs, and slogans are trademarks of Sovicell or its affiliates or licensors. You must not use such trademarks without prior written permission. Shopify's name, logo, product and service names, designs, and slogans are trademarks of Shopify. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.
SECTION 11 - BIOLOGICAL MATERIAL IMPORT CONTROLS
Where Products contain biological materials, reagents, or components subject to regulatory control, the Customer is solely responsible for determining whether veterinary, sanitary, biosafety, or other special import controls apply in the destination country. The Customer shall obtain all required permits, licenses, approvals, certifications, or clearances necessary for lawful importation and use of such Products. Sovicell shall not be responsible for delays, refusals, holds, inspections, or destruction of shipments arising from applicable biological-material import requirements or the Customer’s failure to comply with such requirements.
SECTION 12 - DISCLAIMER OF WARRANTIES
The information presented on or through the Services is provided for general informational purposes only. While we make reasonable efforts to provide accurate information, we do not warrant the accuracy, completeness, or usefulness of such information. Any reliance on such information is at your own risk.
Except for the Limited Product Warranty stated below, the Services are provided on an "as available" basis, without any representation or warranty of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, durability, title, or non-infringement, to the extent permitted by applicable law.
Limited Product Warranty. Sovicell warrants solely that, at the time of delivery, Products will materially conform to the applicable published specifications. This limited warranty applies only where Products have been properly received, stored, handled, and used in accordance with applicable instructions and documentation, and does not apply to Products that have been misused, improperly stored, or handled inconsistently with such instructions.
We do not guarantee that the Services will be uninterrupted, secure, or error-free. Some jurisdictions limit or do not allow the exclusion of certain warranties, so portions of the above disclaimers may not apply to you.
SECTION 13 - PROHIBITED USES
You may access and use the Services only for lawful purposes and in accordance with these Terms. You may not use the Services in any manner that violates applicable laws or regulations, infringes intellectual property rights, transmits false or misleading information, or harms Sovicell, its personnel, service providers, or other users.
You agree not to misuse the Services, including by: (a) introducing viruses, malicious code, or harmful data; (b) copying, reproducing, extracting, or systematically collecting data or content from the Services without prior written permission; (c) using automated tools, bots, scraping systems, or other data-gathering methods to access or monitor the Services for unauthorized purposes; (d) attempting to gain unauthorized access to accounts, credentials, or restricted areas of the Services; (e) bypassing, interfering with, or circumventing security, authentication, or access-control measures; or (f) using the Services for unauthorized competitive monitoring or commercial exploitation.
We reserve the right to suspend, restrict, or terminate access to the Services or accounts where we reasonably determine that these Terms have been violated.
SECTION 14 - OPTIONAL TOOLS
You may be provided with access to customer tools offered by third parties as part of the Services, which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools "as is" and "as available" without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of the optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new features through the Services (including the release of new tools and resources). Such new features shall also be deemed part of the Services and are subject to these Terms of Service.
SECTION 15 - THIRD-PARTY LINKS
The Services may contain materials and hyperlinks to websites provided or operated by third parties (including any embedded third party functionality). We are not responsible for examining or evaluating the content or accuracy of any third-party materials or websites you choose to access. If you decide to leave the Services to access these materials or third party sites, you do so at your own risk.
We are not liable for any harm or damages related to your access of any third-party websites, or your purchase or use of any products, services, resources, or content on any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products and services should be directed to the third-party.
SECTION 16 - RELATIONSHIP WITH SHOPIFY
Sovicell is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make in our Store are made directly with Sovicell. By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of any sales between you and Sovicell, including any injury, damage, or loss resulting from purchased products and services. You hereby expressly release Shopify and its affiliates from all claims, damages, and liabilities arising from or related to your purchases and transactions with Sovicell.
SECTION 17 - PRIVACY POLICY
All personal information collected through the Services is governed by our Privacy Policy:https://sovicell.com/policies/privacy-policy, which forms an integral part of these Terms. By using the Services, you acknowledge that you have read and understood our Privacy Policy.
Because the Services are hosted by Shopify, certain personal information may also be collected and processed by Shopify in order to provide and operate the Services. Such information may be transferred to Shopify and its service providers in accordance with our Privacy Policy and Shopify’s applicable privacy practices.
SECTION 18 - FEEDBACK
If you submit any ideas, suggestions, feedback, reviews, or other content ("Feedback"), you grant Sovicell a perpetual, worldwide, royalty-free license to use, reproduce, modify, publish, and distribute such Feedback for any lawful purpose, including improving and promoting the Services.
You represent and warrant that you own or have the necessary rights to submit the Feedback and that such Feedback does not violate any third-party rights or applicable laws.
We are not obligated to maintain Feedback in confidence, respond to Feedback, or provide compensation for Feedback. We reserve the right, but have no obligation, to monitor, edit, or remove Feedback that violates these Terms or applicable law.
You are solely responsible for the accuracy and legality of any Feedback you submit.
SECTION 19 - ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on or in the Services that contain typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information is inaccurate at any time without prior notice (including after you have submitted your order).
SECTION 20 - AGENTS
20.1 This section ("Agent Terms") applies if you use, allow, enable, or cause the deployment of an Agent to access, use, or interact with any Services. "Agent" means any software or service that takes autonomous or semi-autonomous action on behalf of, or at the instruction of, any person or entity and that can be executed on behalf of or using persons device, without direct supervision.
20.2 No Agent may access, use, or interact with Services unless, at all times, it identifies itself and operates in strict accordance with the requirements in section 20.4 below. In addition, no Agent may access, use, or interact with Services if we have requested that the Agent refrain from accessing, using, or interacting with any service.
20.3 We may limit, including by technical measures, whether and how any Agent accesses, uses, and interacts with Services.
20.4 Agents must: (i) in all HTTP/HTTPS requests, identify that the request is from an Agent and disclose the name of the Agent by including the following in the request's user agent string: "Agent/[agent name]"; (ii) not conceal or obfuscate that any access, use, or interactions are from an Agent, such as by (a) mimicking human behavior and interaction patterns, or (b) completing or circumventing CAPTCHAs or measures intended to distinguish computer use from humans, (iii) respond truthfully to any question or prompt seeking to determine if interactions are coming from a human or a computer, (iv) not circumvent or otherwise avoid any measure intended to block, limit, modify, or control whether and how Agents access, use, or interact with the Services.
SECTION 21 - TERMINATION
We may terminate this agreement or your access to the Services (or any part thereof) in our sole discretion at any time without notice, and you will remain liable for all amounts due up to and including the date of termination.
The following sections will continue to apply following any termination: Intellectual Property, Feedback, Termination, Disclaimer of Warranties, Limitation of Liability, Indemnification, Severability, Waiver; Entire Agreement, Assignment, Governing Law, Privacy Policy, and any other provisions that by their nature should survive termination.
SECTION 22 - LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO CASE SHALL Sovicell, OUR PARTNERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, SERVICE PROVIDERS OR LICENSORS, OR THOSE OF SHOPIFY AND ITS AFFILIATES, BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICES OR ANY PRODUCTS PROCURED USING THE SERVICES, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICES OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICES OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, EVEN IF ADVISED OF THEIR POSSIBILITY.
SECTION 23 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless Sovicell, Shopify, and our affiliates, partners, officers, directors, employees, agents, contractors, licensors, and service providers from any losses, damages, liabilities or claims, including reasonable attorneys' fees, payable to any third party due to or arising out of (1) your breach of these Terms of Service or the documents they incorporate by reference, (2) your violation of any law or the rights of a third party, or (3) your access to and use of the Services.
We will notify you of any indemnifiable claim, provided that a failure to promptly notify will not relieve you of your obligations unless you are materially prejudiced. We may control the defense and settlement of such claims at your expense, including choice of counsel, but will not settle any claim requiring non-monetary obligations from you without your consent (not to be unreasonably withheld). You will cooperate in the defense of indemnified claims, including by providing relevant documents.
SECTION 24 - SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 25 - WAIVER; ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and governs your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 26 - ASSIGNMENT
You may not delegate, transfer or assign this Agreement or any of your rights or obligations under these Terms without our prior written consent, and any such attempt will be null and void. We may transfer, assign, or delegate these Terms and our rights and obligations without consent or notice to you.
SECTION 27 - HEADINGS
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 28 - CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time on this page. We reserve the right, in our sole discretion, to update, change, or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. We will notify you of any material changes to these Terms in accordance with applicable law, and such changes will be effective on the date specified in the notice. Your continued use of or access to the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 29 - GOVERNING LAW
These Terms and any separate agreements whereby we provide Services or Products shall be governed by the laws of the Federal Republic of Germany, excluding its conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG). To the extent legally permissible, the exclusive place of jurisdiction shall be the registered seat of Sovicell (HBO consult gmbH).
SECTION 30 - CONTACT INFORMATION
Questions about these Terms should be directed to: contact@sovicell.com Additional contact details are available on our Contact page.