Terms & Conditions

1. Definitions

“Company” means SIMUVET® L.L.C. “Customer” or “Buyer” means any party contracting with the Company. “Goods” means any equipment, articles, or products sold by the Company to the Customer.

2. Application of Conditions

These Terms apply to all contracts between the Company and the Customer and constitute the entire agreement to the exclusion of all other terms. No variation is binding unless in writing and signed by an authorized officer of the Company.

3. Orders and Quotations

1. No quotation constitutes an offer. Customer orders are offers to purchase on these Terms and are binding on the Company only upon written acceptance.
2. Acceptance of delivery confirms Customer’s agreement to these Terms if no prior agreement exists.

4. Price

1. Prices are in U.S. Dollars unless stated otherwise and exclude all duties, taxes, and fees, which are the Customer’s responsibility.
2. Until the Company’s written acceptance, prices are subject to change without notice.
3. Customer-requested specification changes require Company’s written consent and may result in additional costs.
4. The Company may adjust prices to reflect changes in exchange rates, duties, materials, labor, or transport. If adjusted after order placement, Customer may cancel within 7 days of notice; both parties are then discharged from further liability regarding the order.
5. Unless otherwise agreed in writing, shipping, insurance, and related charges are borne by the Customer. International customers are responsible for customs clearance, duties, taxes, and brokerage fees.

5. Payment

1. Payment is due upon Company’s acceptance of the order unless otherwise agreed in writing.
2. Late payments may result in suspension of shipments and/or performance. Customer is liable for reasonable collection costs, including attorneys’ fees, as permitted by law.
3. Past-due amounts may accrue interest at the maximum rate permitted by applicable law.
4. Until paid in full, the Company retains a purchase-money security interest in the Goods.
5. Returned or NSF checks may incur an administrative fee up to the maximum permitted by law.

6. Delivery & Title

1. Estimated delivery dates reflect current workload and are not guaranteed. Partial deliveries may occur.
2. Unless otherwise agreed in writing: for U.S. shipments, delivery is FOB origin; for international, delivery is typically CIP (Incoterms 2020) to the named destination or as stated in the quotation. If the Customer does not timely arrange pickup or provide valid carrier details, the Company may invoice and place goods into storage at Customer’s expense.
3. Risk of loss passes at delivery per the applicable Incoterm. Title passes upon full payment unless otherwise required by law.
4. If Incoterms differ between quotation and purchase order, the quotation controls.

7. Import & Export Licenses

1. Customer is responsible for obtaining import licenses and will indemnify the Company for losses arising from shipments without valid import documentation.
2. Delivery may be subject to export licensing; the Company is not liable for delays caused by licensing requirements.

8. Resale of Product

1. Unless authorized in writing, Customer may not resell Goods for profit as a distributor.
2. Any permitted resale is subject to applicable export laws and prior written consent from the Company.

9. Delivery

1. The Company will use reasonable efforts to meet requested delivery dates but may revise or cancel estimated dates at its discretion. Orders may be delivered and invoiced in installments.
2. If Customer fails to take delivery or provide adequate instructions, the Company may store the Goods at Customer’s cost or sell them and account for any excess or shortfall after reasonable expenses. Customer will indemnify the Company for resulting costs and damages.

10. Inspection on Arrival

Customer must inspect Goods upon delivery and notify the Company and carrier of any damage, defect, or shortage within 7 days of arrival, allowing reasonable opportunity for inspection.

11. Liability

1. Customer will indemnify the Company and its agents against third-party claims related to Customer’s use or resale of the Goods.
2. If damage/defect/shortage is verified to have occurred before risk passed, the Company will replace Goods or make good any shortage at its expense.
3. Except as expressly stated, the Company disclaims all other warranties (express or implied), including merchantability and fitness for a particular purpose, to the maximum extent permitted by law. Customer is responsible for determining fitness for use.
4. Goods are sold solely for training purposes. They are not medical devices.

12. Design Rights

The Company retains ownership of all inventions, designs, copyrights, and processes related to the Goods. Any drawings, specifications, or manuals provided are confidential and may not be reproduced or disclosed without prior written consent.

13. Patents

If Goods are designed or manufactured to the Customer’s specifications, the Customer will indemnify the Company against claims alleging infringement of patents, designs, or copyrights arising from those specifications.

14. Force Majeure

The Company is not liable for failure or delay due to causes beyond its reasonable control (e.g., natural disasters, war, labor disputes, acts of authorities, transport delays, licensing issues). If performance becomes impossible, liability is limited to refunding any sums paid for undelivered Goods.

15. Assignment

Customer may not assign rights or obligations without the Company’s prior written consent.

16. Severable

Where a sale relates to multiple items, each item constitutes a separate and severable contract. If any provision is held invalid, the remaining provisions remain in full force.

17. Applicable Law

These Terms are governed by and construed in accordance with the laws of the State of Texas, USA, without regard to conflict-of-law principles. Venue lies in competent state or federal courts located in Texas.

This page may be updated periodically. The latest version will always be posted here.