Standard Terms for Drosophila Microinjection Work
UNIVERSITY OF CAMBRIDGE acting through its Department of Genetics Fly Facility ("University") STANDARD TERMS FOR DROSOPHILA MICROINJECTION WORK ("Service")
Samples for Drosophila Microinjection Work are only accepted on the terms set out below. Each time you send samples for microinjection to the University’s “Department of Genetics Fly Facility” you indicate your agreement to a contract on these terms. Please sign to confirm you accept these terms on the ‘Request for Drosophila Microinjection Work’ form. Please understand that if you refuse to accept these terms, you will not be able to order any Services from our site. Therefore, if you do not wish to abide by these terms, do not send samples for microinjection.
- The University will use reasonable care and skill and good industry practice.
- Samples for microinjection shall comply with the requirements set out in the "Preparing your DNA sample" section of the Fly Facility website. Any deviations from these requirements must be agreed upon in advance with the Fly Facility. Upon arrival at the Fly Facility, samples will be stored frozen at -20oC prior to microinjection unless you request otherwise. You shall advise the Fly Facility of any specific health and safety hazards associated with your samples and of any special handling or storage requirements.
- The Service is provided on a cost recovery basis, using spare capacity. Time shall not be of the essence of this Agreement. Samples will be microinjected in the order they arrive at the Fly Facility providing there are sufficient animals of the appropriate genotype available for microinjection. Upon your request, the Fly Facility will inform you of the approximate time periods between the arrival of your samples at the Fly Facility and start and completion of the service.
- Surplus material is kept frozen at -20oC for 3 months before being destroyed. Repeat microinjections at no additional charge are undertaken only under the circumstances outlined in the "What if my microinjection experiment fails?" section of the Fly Facility website. In other circumstances, repeat microinjections are subject to the same fee as the original microinjection, except when otherwise negotiated in advance with the Fly Facility.
- The University shall not be responsible for any hacking into files held electronically by the Fly Facility or interception of any electronic transfers of data between the Fly Facility and you.
- The applicable fee for the Service is that stated in the “Drosophila Microinjection Services and Prices” document available at the time samples are sent for microinjection. Payment, together with VAT thereon, is due within 30 days of the date of the University's invoice. Interest is payable from the due date until payment at the higher of 4% per annum above Barclays Bank plc base rate for the time being and the rate applying under the Late Payment of Commercial Debts (Interest) Act 1998.
- The University will not disclose any information about the samples, or any accompanying written information to any person other than its employees who need to deal with them in order to provide the Service. They will be made aware of the need to keep them confidential. Confidentiality obligations do not apply to samples or information which are in or become part of the public domain in a lawful manner.
- Except as stated in paragraph 1, no representation or warranty, express or implied, statutory or otherwise, regarding the Service is given and all such representations and warranties are excluded to the maximum extent permitted by law. (Continued overleaf)
- Nothing in this contract excludes or restricts liability for any fraudulent misrepresentation or death or personal injury caused by negligence.
- Subject to paragraph 9 and 11, any liability of the University or its employees for direct loss in contract, tort or otherwise arising out of in connection with this contract is limited for one incident or a series of incidents to the total amount of the fee actually received by the University from you for the Service provided under this contract.
- Subject to paragraph 9, in no circumstances will the University or its employees be liable for any loss of profits, revenue, goodwill, business opportunity or any indirect, consequential, financial or economic loss or damage, costs or expenses whether in contract, tort, negligence, breach of statutory duty or otherwise whatsoever or howsoever arising out of or in connection with this contract.
- You shall indemnify the University and its employees in full against all direct, indirect, incidental, consequential or special liability, loss, damages, costs or expenses, which are awarded or incurred by them as a result of any third party claim or threatened claim arising out of or in connection with your use of the animals provided through the Service.
- This contract shall be governed by the laws of England and Wales and the parties hereby irrevocably submit to the exclusive jurisdiction of the English Courts.
- All samples and injected animals, including all intellectual property rights in them, shall remain your property subject to a free, non-exclusive, non sub-licensable licence to us to use the samples and injected animals for the sole purpose of providing the Service to you.