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A‑I Bioprocessing Limited

Terms & Conditions of Sale, Website Use, Privacy, Cookies, Returns & Warranty (B2B main scope)

Last updated: July 2026

1. Company Information

A‑I Bioprocessing Limited

Company No: 16497962

Registered Office:

Unit 138/A, iCentre, Interchange House - Bucks Biz, Howard Way, Newport Pagnell,  United Kingdom. MK16 9PY

Email: enquiries@a-ibio.co.uk

2. Definitions

  • Seller: A‑I Bioprocessing Limited
  • Buyer: Business customer purchasing Goods/Services
  • Order: Purchase order accepted in writing
  • Goods: Products supplied
  • Services: Services supplied
  • Pro Forma: Full payment in cleared funds prior to fulfilment

3. Scope

These Terms govern:

  • All B2B sales of goods and services
  • Website use
  • Data protection
  • Cookies
  • Returns and warranties

4. Website Use

You agree not to:

  • Use the website unlawfully
  • Interfere with its operation
  • Attempt unauthorised access

We may suspend access for breach.

5. Orders and Acceptance

5.1 Orders are subject to written acceptance

5.2 A contract is formed only when confirmed in writing

5.3 Payment alone does not constitute acceptance

5.4 Orders may be refused or cancelled

6. Pricing, Taxes and Currency

  • Prices exclude VAT unless stated
  • Buyer responsible for duties and import taxes
  • Currency as stated in quotation or invoice

7. Payment Terms

7.1 Default: Pro Forma payment required

7.2 No obligation to supply until cleared funds received

7.3 Alternative payment terms must be agreed in writing

7.4 Interest on overdue sums: BoE base rate + 8%

7.5 No set-off permitted

8. Suspension of Performance

We may suspend or delay supply where:

  • Payment terms are not met
  • Credit concerns arise

9. Repudiatory Breach

Buyer breach includes:

  • Cancelling accepted Orders
  • Non-payment
  • Indicating intent not to perform

We may:

  • Terminate immediately
  • Retain payments as a genuine pre-estimate of loss
  • Recover damages

10. Delivery, Risk and Title

  • Delivery dates are estimates only
  • Risk passes upon delivery
  • Title remains with us until full payment is received
  • Buyer responsible for import compliance

11. Variations and Change Orders

  • Any change requested by the Customer affecting the scope of supply, specifications, delivery schedule, installation requirements, testing, validation, documentation, or any other aspect of the Goods or Services shall constitute a Variation.
  • Upon receipt of a Variation request, A‑I Bioprocessing Limited shall review the proposed change and provide the Customer with written details of any resulting amendments to the price, delivery dates, project schedule, specifications, performance obligations, resource requirements, or other contractual terms.
  • A‑I Bioprocessing Limited shall have no obligation to implement any Variation until the Customer has accepted the proposed changes in writing.
  • No Variation shall be binding upon either party unless and until it has been agreed and accepted in writing by both parties.
  • Where a Variation affects work already performed, procurement commitments already made, or project schedules already agreed, A‑I Bioprocessing Limited shall be entitled to recover any reasonable additional costs, expenses, or losses directly arising from the Variation.
  • Any work undertaken by A‑I Bioprocessing Limited at the Customer's request prior to formal acceptance of a Variation shall be chargeable at A‑I Bioprocessing Limited's prevailing rates unless otherwise agreed in writing.

12. Cancellations (B2B)

  • Require written approval
  • Charges may apply
  • Pro Forma payments may be retained

12A. Consumables, Resins, Media, Membranes and Single-Use Products

12A.1 Product Specifications

All specifications, technical data, product literature, application notes, performance information and recommendations relating to consumables, chromatography resins, filtration products, membranes, media, sensors and single-use assemblies are provided for general guidance only and are based on information supplied by the original manufacturer.

Except where expressly agreed in writing, such information does not constitute a contractual guarantee of performance in the Buyer's specific process, application or manufacturing environment.

12A.2 Buyer Validation Responsibility

The Buyer acknowledges and agrees that:

(a) bioprocess materials must be evaluated and approved by suitably qualified personnel;

(b) the Buyer is solely responsible for determining the suitability of the Goods for its intended use, process, manufacturing environment and regulatory requirements;

(c) the Buyer is solely responsible for process development, process validation, qualification, verification and regulatory submissions relating to the Goods; and

(d) no advice, recommendation, technical support or application guidance provided by the Seller shall create any warranty regarding process performance or fitness for the Buyer's intended purpose.

12A.3 Storage, Handling and Use

The Seller shall have no liability for any defect, damage, degradation or reduced performance arising from:

(a) improper storage, transportation or handling after delivery;

(b) use outside the manufacturer's published specifications;

(c) contamination, misuse, modification or alteration of the Goods;

(d) failure to follow manufacturer instructions; or

(e) use after expiry, shelf-life or recommended storage limits.

12A.4 No Fitness for Particular Purpose

To the fullest extent permitted by law and except where expressly agreed in writing, the Seller does not warrant that any consumable, chromatography resin, membrane, filter, media, single-use component or other product shall be fit for the Buyer's particular process, manufacturing method, product, application or intended purpose.

13. Returns Policy

13.1 Scope

These Terms are primarily intended for business customers (B2B).

However, where a Buyer qualifies as a consumer under applicable law, the additional provisions in Section 12.7 (Consumer Rights) will apply.

13.2 General (B2B)

Returns for business customers are accepted at our discretion unless Goods are:

  • Faulty
  • Damaged
  • Not as described

13.3 Returns Process

  • Contact : enquiries@a-ibio.co.uk
  • Provide order reference and reason
  • Returns require prior authorisation (RMA)

Goods must be:

  • Unused
  • In original packaging
  • In resalable condition

13.4 Faulty or Damaged Goods

We may request:

  • Photographs
  • Batch/serial numbers

13.5 Inspection and Notification Requirements

  • Must be reported within 7 days of delivery for visible defects, shortages, shipping damage, or incorrect Goods.

  • Any alleged performance-related defect or non-conformity must be notified promptly upon discovery and, in any event, before the earlier of:

    • expiry of the applicable shelf life;
    • consumption, installation, processing, modification or incorporation of the Goods into any process or product; or
    • 90 days from delivery.

Failure to notify within these periods shall constitute acceptance of the Goods to the fullest extent permitted by law

13.5A Acceptance of Goods

Goods shall be deemed accepted by the Buyer upon the earliest of:

(a) use of the Goods;

(b) incorporation of the Goods into any process, product or manufacturing operation;

(c) expiry of the notification period set out in Clause 13.5; or

(d) written acceptance by the Buyer.

13.6 Return Shipping Costs

Faulty Goods: Seller bears return costs

Non-faulty Goods: Buyer bears return costs

13.7 Business Customer Cancellations

Where a business customer cancels an accepted Order:

We may:

  • Retain all or part of any payment received

  • Charge for:

    • Costs incurred
    • Labour and time allocated
    • Loss of commercial opportunity

13.8 Consumer Rights (B2C Carve-Out)

If you are a consumer (an individual acting outside your trade, business or profession):

  • You may have the right to cancel your Order within 14 days of delivery (“cooling-off period”)
  • You must notify us within this period and return the Goods within a further 14 days

  • Goods must be:

    • Unused
    • In original packaging
    • In resalable condition

Exceptions apply, including:

  • Custom-made or personalised items
  • Sealed sterile items opened after delivery
  • Perishable goods

If Goods are faulty, not as described, or unfit for purpose, you are entitled to:

  • Repair
  • Replacement
  • Refund

Nothing in these Terms limits your statutory rights under the Consumer Rights Act 2015.

13.9 Service Attendance

Where Services cannot be performed due to:

  • Lack of site readiness
  • Access issues
  • Safety restrictions

We may charge for:

  • Time
  • Travel
  • Expenses

13.10 MSA/SLA Precedence for Specific Service Activities

Where specific service activities are governed by a separate master services agreement, service level agreement, maintenance agreement, statement of work, or other written service document agreed between the parties, and there is any inconsistency or conflict between that document and these Terms, the terms of that service document shall prevail solely in relation to those specific service activities and only to the extent of the inconsistency or conflict.

14. Warranty Policy

14.1 Scope

This warranty applies primarily to business customers.

Where Goods are supplied to a consumer, additional statutory rights apply under Section 14.7.

14.2 Coverage

All Goods are warranted for 1-year from the date of dispatch. Where Goods are manufactured by a third party, the Seller shall pass to the Buyer the extra duration benefit of any warranty provided by the manufacturer to the extent legally permitted above the 1-year default policy.

Except as required by law, the Seller provides no additional warranty beyond that expressly stated by the manufacturer.

14.3 Remedy

Subject to these Terms, where a valid warranty claim is accepted, the Seller shall, at its sole discretion:

  • repair the Goods;
  • replace the Goods; or
  • refund the purchase price paid for the affected Goods.

Such remedies shall constitute the Buyer's sole and exclusive remedy in respect of defective Goods to the fullest extent permitted by law.

14.4 Exclusions

This warranty does not cover certain use conditions or products offered:

  • Misuse or negligence
  • Improper installation
  • Unauthorised modification or repair
  • Consumables or wear and tear
  • Use outside specification
  • Tampered or missing serial numbers
  • Consumable goods unless out of box failure
  • Technical services offered

14.4A Bioprocess Consumables and Process Performance

The Buyer acknowledges that chromatography resins, filtration products, membranes, media, sensors, single-use assemblies and other bioprocess consumables are supplied for use by appropriately qualified personnel.

Published specifications, technical information, application data and performance information are provided for guidance only and are based on information supplied by manufacturers or generated under defined test conditions.

Except where expressly agreed in writing:

  • no performance guarantee is given for the Buyer's specific process or application;
  • no warranty is provided that the Goods are fit for any particular manufacturing process, product, biological system or regulatory pathway;
  • the Buyer remains solely responsible for process development, process validation, qualification, verification and regulatory compliance; and
  • technical support or recommendations provided by the Seller shall not create any additional warranty or guarantee.

14.4B Third-Party Manufactured Products

Where Goods are manufactured by a third party, the Seller shall pass through the benefit of any manufacturer warranty to the extent legally permitted.

Except as expressly stated in these Terms or required by law, no additional warranty is provided by the Seller beyond that offered by the original manufacturer.

14.5 Claims Process

To make a claim:

  • Notify us within the warranty period
  • Provide proof of purchase
  • Provide details of the defect

Goods must not be returned without prior authorisation.

14.6 Shipping Under Warranty

  • Valid claim: we cover reasonable return costs
  • Invalid/outside warranty: Buyer bears cost

14.7 Consumer Rights (B2C Carve-Out)

If you are a consumer:

  • Goods must comply with the Consumer Rights Act 2015, including being:

    • Of satisfactory quality
    • Fit for purpose
    • As described

Where Goods do not comply, you may be entitled to:

  • A short-term right to reject (within 30 days)
  • Repair or replacement
  • Price reduction or final right to reject

These statutory rights apply in addition to, and not in place of, this warranty.

14.8 Limitation

Except where prohibited by law:

(a) the Seller's total aggregate liability arising from or in connection with any Order, Goods or Services shall not exceed the amount paid by the Buyer for the affected Goods or Services;

(b) the Seller shall not be liable for any indirect, special, incidental or consequential loss, including loss of profit, revenue, business opportunity, goodwill or anticipated savings;

(c) the Seller shall not be liable for:

  • batch failure;
  • loss of biological material;
  • contamination events;
  • manufacturing downtime;
  • loss of production;
  • validation, qualification or revalidation costs;
  • regulatory delays or compliance costs;
  • CDMO or contract manufacturing costs;
  • product recall costs not directly caused by a proven defect in the Goods supplied by the Seller; or
  • losses arising from the Buyer's failure to validate the suitability of the Goods for its intended application.

(d) for third-party manufactured products, the Seller's liability shall not exceed the liability recoverable by the Seller from the manufacturer.

Nothing in these Terms shall limit or exclude liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any liability which cannot lawfully be excluded.

15. Intellectual Property

All intellectual property rights remain owned by A‑I Bioprocessing Limited or its licensors.

16. Liability

  • No exclusion for death, fraud or unlawful limitation
  • No liability for indirect or consequential loss
  • Total liability capped at amount paid

17. Privacy and Data Protection

17.1 Data Controller

A‑I Bioprocessing Limited

Address: Newport Pagnell (as above)

Email: enquiries@a-ibio.co.uk

17.2 Data Collected

  • Contact details
  • Order and billing information
  • Technical and usage data

17.3 Legal Basis

  • Contract
  • Legal obligation
  • Legitimate interests
  • Consent (marketing/cookies)

17.4 Your Rights

You may:

  • Access, correct or delete data
  • Restrict or object
  • Request portability
  • Withdraw consent

17.5 Data Retention

Typically retained for up to 6 years.

17.6 ICO Registration

Registered with the UK ICO

Registration Number: CSN0335263

18. Cookies and Tracking

18.1 Use of Cookies

We use cookies to:

  • Enable core functionality
  • Analyse website performance
  • Improve user experience

18.2 Cookie Categories

  • Necessary (no consent required)
  • Experience (consent required)
  • Measurement (consent required)

18.3 Consent Mechanism

On visiting our website:

  • A cookie banner will request your consent
  • Non-essential cookies will not be set without consent

18.4 Consent Logging

We maintain records of cookie consent including:

  • Consent choice
  • Timestamp
  • Cookie categories selected
  • Policy version

This enables compliance with UK GDPR and PECR.

18.5 Managing Cookies

You may:

  • Change or withdraw consent at any time
  • Adjust browser settings

19. Indemnity

19.1 Buyer indemnity. The Buyer shall indemnify, defend, and hold harmless the Seller and its officers, employees, and agents against any losses, damages, costs, claims, and expenses (including reasonable legal fees) arising out of or in connection with:

        (a) any breach by the Buyer of these Terms;

        (b) any use or misuse of the Goods or Services by the Buyer beyond their intended purpose or outside their published specifications;

        (c) any claim by a third party arising from the Buyer's acts or omissions in connection with the Goods or Services; or

        (d) any breach by the Buyer of applicable laws or regulations.

19.2 Seller indemnity. The Seller shall indemnify, defend, and hold harmless the Buyer against any losses, damages, costs, claims, and expenses (including reasonable legal fees) arising out of or in connection with any claim that the Goods, as supplied by the Seller, infringe any third-party intellectual property rights in the United Kingdom, provided that:

       (a) the Buyer notifies the Seller promptly in writing of any such claim;

       (b) the Buyer grants the Seller sole conduct of the defence and any settlement negotiations; and

       (c) the Buyer does not make any admission of liability without the Seller's prior written consent.

19.3 Exclusions. The Seller's indemnity in clause 19.2 shall not apply where the alleged infringement arises from: (i) any modification of the Goods by the Buyer or a third party; (ii) use of the Goods in combination with other products not supplied or approved by the Seller; or (iii) compliance with specifications or designs provided by the Buyer.

19.4 Cap. The indemnities in this clause are subject to the liability limitations in clause 14.8.

19.5 Process Validation

The Buyer acknowledges that it bears sole responsibility for determining the suitability of Goods for its intended use and for validating all processes in which the Goods are used. The Seller shall have no responsibility for the outcome, performance or regulatory acceptance of any process developed, qualified or operated by the Buyer.

20. Entire Agreement and Non-Reliance

20.1 Entire Agreement

These Terms, together with any quotation, Order acknowledgement, statement of work, master services agreement, service level agreement or other written document expressly incorporated by reference, constitute the entire agreement between the parties relating to their subject matter.

They supersede and replace all prior discussions, negotiations, correspondence, understandings, representations, warranties, statements and agreements, whether oral or written, relating to the same subject matter.

20.2 Non-Reliance

The Buyer acknowledges and agrees that, in entering into any Order or contract with the Seller:

(a) it has not relied upon any statement, representation, assurance, promise, projection, forecast or warranty made or given by or on behalf of the Seller which is not expressly set out in these Terms or incorporated documents;

(b) it has relied upon its own investigations, expertise, testing, evaluation and assessment of the Goods and Services;

(c) it is solely responsible for determining the suitability of the Goods for its intended use, process, manufacturing environment and regulatory requirements; and

(d) no technical advice, recommendation, application guidance, sample data, performance estimate or other information provided by the Seller shall constitute a representation, warranty or guarantee unless expressly confirmed in writing and signed by an authorised representative of the Seller.

20.3 Exclusion of Remedies

Subject to Clause 14.8 and to the fullest extent permitted by law, the Buyer shall have no remedy in respect of any statement, representation, assurance or warranty that is not expressly contained in these Terms.

Nothing in this clause shall limit or exclude liability for fraud or fraudulent misrepresentation.

21. Force Majeure

We are not liable for events beyond our reasonable control.

22. Changes to Terms

We may amend these Terms from time to time.

23. Governing Law

These Terms are governed by the laws of England and Wales.

24. Contact

Email: enquiries@a-ibio.co.uk

Address:

Unit 138/A, iCentre, Interchange House - Bucks Biz

Howard Way, Newport Pagnell

United Kingdom

MK16 9PY