Terms and conditions

  1. These Terms and Conditions
    • This page tells you the terms and conditions under which we provide services ordered through this Website (as defined below).
    • Our Website is made available and operated by SUNCATALYST LABORATORIES LTD, a company registered in Northern Ireland with company number NI630192 whose registered office is at 63 University Road, Belfast, BT7 1NF and by other persons acting on our behalf.
    • Our Website is for use only in the course of your business. Our site is not available to persons who wish to use it for personal purposes, or as a consumer. If you are not using our Website in the course of your business then you must not place an order for Services (as defined below) and you must leave our site immediately.
    • These Conditions (as defined below) apply to your use of our Website, your submission of an Order (as defined below), your submission of Samples (as defined below) to us and any contract between us for the supply of Services ordered through our Website.
    • Please read these Conditions carefully and make sure that you understand them, before placing an order on our Website. Please note that before placing an Order you will be asked to agree to these Conditions. If you refuse to accept these Conditions, you will not be able to place an Order on our Website. If you do not understand any part of these Conditions please let us know.
    • You should print a copy of these Conditions or save them to your computer for future reference.
    • We amend these Conditions from time to time as set out in clause 14.7. Every time you wish to place an order through this site, please first check these terms and conditions as they may have changed since the last time you visited our site.
    • These Conditions were most recently updated on [30 April 2015].
    • In these terms and conditions, the following definitions apply:
      “Business Day” means a day other than a Saturday, Sunday or public holiday in Northern Ireland when banks in Belfast are open for business;
      “Charges” means the charges payable by you for the supply of the Services in accordance with clause 6;
      “Conditions” means these terms and conditions as amended from time to time in accordance with clause 14.7;
      “Contract” means the contract between us and you for the supply of Services in accordance with these Conditions;
      “Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual or intangible property or rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
      “Order” means an order submitted by you on the Website for the supply of Services in accordance with clause 2.1;
      “Quotation” means an estimate of the Charges provided by us to you in writing or verbally prior to us accepting your Order;
      “Report” means a report detailing the estimated assessment of photocatalytic activity of the Samples;
      “Samples” means the samples of materials submitted by you to us for testing as part of the Services;
      “Services” means (a) an estimated assessment of photocatalytic activity of Samples; and (b) the provision of the Report;
      “we” “our” or “us” means SUNCATALYST LABORATORIES LTD, a company registered in Northern Ireland with company number NI630192 whose registered office is at 63 University Road, Belfast, BT7 1NF
      “Website” means the website located at www.iphotocat.com and www.inkintelligent.com.
  2. Placing an Order on our Website
    • To place an Order on the Website you need to:
      • access the “Tests” page by clicking “BUY ONLINE”;
      • select the type of test or product that you want to be carried out (for example self-cleaning or air purification);
      • select the test method that you wish to be used (for example contact angle, formaldehyde removal) and add this to your cart selecting the number of Samples that you wish to be tested;
      • click on “view cart” to view your Order summary and to check that the Charges are correct;
      • click “proceed to checkout” and enter your billing address details;
      • create an account by choosing and entering an account password in the box provided, or login if you are a returning customer;
      • if you wish to have the Report delivered to a different address to that of your billing address, tick the box which says “Ship to a different address?” and insert your chosen delivery address;
      • choose your shipping method using the options provided;
      • click on “proceed” to review your Order including the size and number of Samples that you will submit to us and the Services we will provide;
      • tick the box to confirm that you have read and agree to these terms and conditions;
      • note the delivery address to which you are to send the Samples;
      • click on “place order” and you will be redirected to PayPal where you can make payment of the Charges; and
      • post your Sample or Samples to the delivery address provided during the Order process (this address will also be included in our email confirming receipt of your Order).
    • Once you have placed your Order we will send you an email confirming receipt of your Order. This does not mean that we have accepted your Order. We will not accept your Order until we have received the Charges and approved your Sample for testing (such approval to be at our sole discretion).
    • Your Order shall only be deemed to be accepted when we issue you with written acceptance of the Order and we shall not be obliged to provide you with the Services until such written acceptance has been issued.
    • If we reject the Order we shall return to you within a reasonable timeframe any Charges paid by you in advance.
    • The Contract constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us on the Website or in correspondence with you which is not set out in the Contract.
    • You acknowledge and agree that PayPal and other third party websites to which our Website links contain their own terms and conditions which you should read and comply with. We are not associated with and do not have control over the contents of such sites and we do not accept any responsibility for them or for loss or damage that may arise from your use of them.
    • These Conditions apply to the Contract to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
    • Any Quotation given by us shall not constitute an offer, and is only valid for a period of twenty (20) Business Days from its date of issue.
  3. Supply of services
    • If we accept your Order we shall supply the Services to you in accordance with the Contract in all material respects.
    • We shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and we shall notify you in any such event.
  4. Samples
    • When you submit the Samples to us it is your responsibility to ensure that they are properly packaged for transit and are delivered to us in a suitable and safe condition for testing. You are responsible for the costs of such packaging and delivery.
    • All risk in the Samples shall remain with you until the Samples are in our physical possession.
    • We shall not be obliged to provide the Services in relation to any Samples which are in our opinion damaged, not in accordance with the Contract otherwise unsuitable for testing.
    • We will not return the Samples to you if we reject your Order or after the Services have been provided, and we may destroy or dispose of the Samples at our sole discretion and without liability to you.
  5. Your Obligations
    • In addition to your other obligations under the Contract you shall:
      • ensure that the terms of the Order and any other information you provide to us are complete and accurate;
      • co-operate with us in all matters relating to the Services;
      • keep your login details and password confidential and not disclose the same to any other person; and
      • provide us with such information and materials as we may reasonably require in order to supply the Services, and ensure that such information is accurate in all material respects.
    • If the performance of any of our obligations under the Contract is prevented or delayed by any act or omission by you or failure by you to perform any relevant obligation (“Your Default”):
      • we shall without limiting our other rights or remedies have the right to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of any of our obligations to the extent that Your Default prevents or delays the performance of any of our obligations;
      • we shall not be liable for any costs or losses sustained or incurred by you arising directly or indirectly from the failure or delay of us to perform any of our obligations as set out in this clause 5.2; and
      • you shall reimburse us on written demand for any costs or losses sustained or incurred by us arising directly or indirectly from Your Default.
  1. Charges and payment
    • Unless otherwise agreed by us in writing the Charges for the Services shall be as set out in the Order and shall be payable by you in advance.
    • If you require an invoice for the Charges please notify us in writing and we shall provide you with an invoice within a reasonable timeframe. We shall not be required to commence providing the Services until such invoice has been paid in full.
    • You shall be responsible for the collection, remittance and payment of any or all taxes, charges, levies, assessments and other fees of any kind imposed by governmental or other authority in respect of the importation or exportation of the Samples.
    • All amounts payable by you under the Contract are exclusive of amounts in respect of value added tax chargeable for the time being (“VAT”). Where any taxable supply for VAT purposes is made under the Contract by us to you, you shall pay to us such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same time as payment is due for the supply of the Services.
  2. Additional charges and expenses
    • As set out in clause 10.1, the Report is not intended to be relied upon as definitive as to the nature of the Samples. It is intended for general guidance only. You acknowledge and agree that the Report may contain inaccuracies and errors.
    • If you wish our assistance in respect to legal or other proceedings, such assistance shall be provided under a separate agreement, which shall contain terms requiring you to pay:
      • our standard hourly or daily rates as notified by us to you at the time you request our assistance; and
      • all expenses reasonably incurred by the individuals who are required to assist you, including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses.
  1. Intellectual Property Rights
    • All Intellectual Property Rights in or arising out of or in connection with the Services (including in the Report) shall be owned by us.
    • We grant you a revocable, non-exclusive, non-transferable licence to use and make copies of the whole of the Report for your own internal business purposes only. Otherwise, the Report may not be adapted, amended, modified, edited, varied, copied, licensed, sold or distributed, in whole or in part, in any form or medium, without our express written permission.
    • You acknowledge that, in respect of any third party Intellectual Property Rights, the use by you of any such Intellectual Property Rights is conditional on us obtaining a written licence from the relevant licensor on such terms as will entitle us to license such rights to you.
  2. Confidentiality
    You shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to you by us, our employees, agents or subcontractors, and any other confidential information concerning our business, products and services which you may obtain. You shall only disclose such confidential information to those of your employees, agents and subcontractors who need to know it for the purpose of discharging your obligations under the Contract, and shall ensure that such employees, agents and subcontractors comply with the obligations set out in this clause as though they were a party to the Contract. You may also disclose such of our confidential information as is required to be disclosed by law, any governmental or regulatory authority or by a court of competent jurisdiction. This clause 9 shall survive termination of the Contract.
  3. Warranty and Limitation of liability
    • We warrant to you that the Services will be provided using reasonable care and skill. However, you acknowledge and agree that the chain of custody relating to the Samples is not known or recorded either before or after the Samples come into our physical possession. As such, the Samples are tested “as is” and results, and the content of the Report, may be unreliable, inaccurate or contain errors, and/or be affected by circumstances outwith our control. The results of the Services and the results contained in the Report are intended for general guidance only, they are not definitive as to any fact or circumstance. The Report is not therefore intended to be relied upon as evidence in legal proceedings or otherwise.
    • Nothing in these Conditions shall limit or exclude our liability for:
      • death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors; or
      • fraud or fraudulent misrepresentation; or
      • breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
    • Subject to clause 10.2:
      • we shall under no circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect, secondary or consequential loss, cost, expense or damage arising under or in connection with the Contract; and
      • the total liability of us to you under or in connection with the Contract, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount of the Charges.
    • The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
    • This clause 10 shall survive termination of the Contract.
  4. Termination
    • Without limiting its other rights or remedies, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
      • the other party commits a material breach of any terms of the Contract and (if such breach is remediable) fails to remedy that breach within fourteen (14) days of being notified in writing to do so;
      • if the other party becomes insolvent, ceases to carry on its business, has a receiver, liquidator, receiver, administrative receiver, administrator, trustee or other similar officer appointed over the whole or any part of its assets, or an order is made or a resolution is passed for its winding up of or if an administration order is made in respect of it or if it makes an arrangement or assignment for the benefit of its creditors or if any analogous event to any of the foregoing occurs in respect of that party in any jurisdiction; or
      • the other party suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business.
  1. Consequences of termination
    • If the Contract is terminated under clause 11.1 we shall not be required to provide you with any further Services or the Report.
    • Termination of the Contract shall not affect the accrued rights, remedies, obligations and liabilities of the parties at termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
    • Clauses which expressly or by implication survive termination or which enter into force upon termination shall continue in full force and effect following termination of the Contract.
  2. Force majeure
    We shall not be liable to you as a result of any delay or failure to perform our obligations under this Contract as a result of any event which is beyond our reasonable control.
  3. General
    • Assignation and other dealings
      • We may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with the Contract or all or any of our rights under the Contract.
      • You shall not, without the prior written consent of us, assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with the Contract or any or all of you rights or obligations under the Contract.
    • Notices
      • Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing and shall be delivered personally, sent by recorded pre-paid first-class post or other recorded next working day delivery service or email.
      • A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 14.2.1; if sent by recorded pre-paid first-class post or other next recorded working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent by email, one Business Day after transmission.
    • Severance
      • If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
      • If one party gives notice to the other of the possibility that any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
    • Waiver. A waiver of any right or remedy under the Contract or law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
    • No partnership or agency. Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
    • Third party rights. A person who is not a party to the Contract shall not have any rights to enforce its terms.
    • Variation. Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is in writing and signed by us.
    • Governing law. The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Northern Ireland.
    • Jurisdiction. Each party irrevocably agrees that the courts of Northern Ireland shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Contract or its subject matter or formation (including non-contractual disputes or claims).