Please notify FOCUS Laboratories prior to submitting any samples for testing. Please sign and return a copy of any quotation prior to, or with, submission of samples to indicate acceptance of the terms, conditions, and pricing for this project. Samples submitted for analysis must be accompanied by a chain of custody form. All samples must be clearly labeled; labels should include the name of the sample, lot number, date the sample was taken, and the sample type. Additional charges may be applied to each sample for compositing. Any samples processed on a weekend, on holidays, and/or after hours will also accrue additional fees. The minimum laboratory reporting fee is $80.00. Requests for overnight delivery, additional copies of reports, and sample returns will incur additional charges. Fees are subject to change without notice. All results will be reported to the client. Decisions involving nonconformity of samples are the client's responsibility. A client may ask for preliminary results during the course of a study. It must be understood that only the final, written report after being reviewed and approved is considered to be valid.
1. Terms of Payment
Client will pay FOCUS Laboratories in full net 30 days upon receipt of results. Interest at the rate of 2% per month will be added to accounts past 30 days. A charge of $30.00 will be applied for each returned check. Negotiated volume discounts are only applied to invoices paid within 30 days
2. Term of Agreement
This agreement will become effective when signed by both parties and will terminate on the earlier of:
the date FOCUS Laboratories completes the services required by this Agreement, or
expiration date noted on Quote
the date a party terminates the Agreement as provided below.
3. Terminating the Agreement
Either party may terminate this Agreement at any time by giving 14 days written notice of termination. FOCUS Laboratories shall be entitled to full payment for services performed prior to the date of termination.
4. Exclusive Agreement
This is the entire Agreement between FOCUS Laboratories and Client.
5. Modifying the Agreement
Client and FOCUS Laboratories recognize that:
FOCUS Laboratories' original cost and time estimates may be too low due to unforeseen events, or to factors unknown to FOCUS Laboratories when this Agreement was made
Client may desire a mid-project change in FOCUS Laboratories' services that would add time and cost to the project and possibly inconvenience FOCUS Laboratories, or
Other provisions of this Agreement may be difficult to carry out due to unforeseen circumstances.
If any intended changes or any other events beyond the parties' control require adjustments to this Agreement, the parties shall make a good faith effort to agree on all necessary particulars. Such agreements shall be put in writing, signed by the parties and added to this Agreement.
6. Resolving Disputes
If any court action is necessary to enforce this Agreement, the prevailing party shall be entitled to reasonable attorney fees, costs and expenses in addition to any other relief to which he or she may be entitled. An arbitration agreement through the American Association of Arbitration (AAA) or adr.org utilizing the commercial arbitration rules and procedures for large, complex and commercial disputes, https://www.adr.org/aaa/ShowProperty?nodeId=/UCM/ADRSTG_004103
7. Limited Liability
This provision allocates the risks under this Agreement between FOCUS Laboratories and Client. FOCUS Laboratories' pricing reflects the allocation of risk and limitation of liability specified below. FOCUS Laboratories' total liability to Client under this Agreement for damages, costs and expenses, shall not exceed the compensation received by FOCUS Laboratories for the individual test sample in question. However, FOCUS Laboratories shall remain liable for bodily injury or personal property damage resulting from grossly negligent or willful actions of FOCUS Laboratories or FOCUS Laboratories' s employees or agents while on Client's premises to the extent such actions or omissions were not caused by Client. NEITHER PARTY TO THIS AGREEMENT SHALL BE LIABLE FOR THE OTHER'S LOST PROFITS, OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE PARTY HAS BEEN HAS BEEN ADVISED BY THE OTHER PARTY OF THE POSSIBILITY OF SUCH DAMAGES.
All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows when delivered personally to the recipient's address as stated on this Agreement three days after being deposited in the United States mail, with postage prepaid to the recipient's address as stated on this Agreement, or When sent by fax or electronic mail.
Notice is effective upon receipt provided that a duplicate copy of the notice is promptly given by first class mail, or the recipient delivers a written confirmation of receipt.
9. No Partnership
This Agreement does not create a partnership relationship. Neither party has authority to enter into contracts on the other's behalf.
10. Applicable Law
This Agreement will be governed by the laws of the State of Pennsylvania
All content on this web site is copyrighted by FOCUS Laboratories and may not be used without express written permission from FOCUS Laboratories. The information services, products, and materials contained in this site, including, without limitation, text, graphics, and links, are provided on as "AS IS" basis. FOCUS Laboratories specifically disclaims all warranties, expressed or implied, or statutory, including but not limited to the implied, warranties of merchantability and fitness for a particular purpose, title, freedom from computer virus, noninfringement, to the maximum extent permitted by law. FOCUS Laboratories does not represent or warrant that the information accessible via this site is accurate, complete or current. You also agree that in no way will FOCUS Laboratories be liable for the results of your use of your use of this site and or any download, or the direct, indirect, special or consequential damages. You further agree that in no event will FOCUS Laboratories be liable for any claims, losses, or damages arising under this agreement and services performed hereunder, whether in contract or tort, including negligence, even if FOCUS Laboratories has been advised of the possibility of such potential claim, loss, or damage. The foregoing limitation of liability and exclusion of certain damages shall apply regardless of the success or effectiveness of other remedies.
If any part of this agreement shall be held unenforceable, the remainder of this agreement shall nevertheless remain in full force and effect. This agreement constitutes the entire agreement between parties and supersedes any and all prior agreements and communications with respect to its subject matter, whether written or oral. This agreement may not be changed or modified except by a written agreement signed by both parties.