Please read these terms in full before placing an order. They apply to every order we accept, and by ordering you confirm you have read and agreed to them. If anything is unclear, ask us before you order rather than after.
1.1These terms govern all supply by Zenic Labs (“we”, “us”, “our”) to our customers (“you”, “your”). By registering an account, placing an order or accepting delivery, you agree to be bound by them in full.
1.2Sections 4, 5, 6 and 14 apply only where you hold an approved trade account — that is, where you buy for onward resale or have your own branding applied to the vial. If you hold an ordinary account and are buying for your own research use, those sections do not apply to you.
1.3Where you contract as a consumer, nothing in these terms removes, limits or affects your statutory rights.
1.4These terms apply to the exclusion of any terms you seek to impose or incorporate, including any terms printed on your own purchase orders, delivery notes or correspondence, whether or not we sign or acknowledge them. No variation is binding unless agreed by us in writing. This paragraph applies to trade accounts only.
1.5Our privacy notice forms part of these terms and includes the data processing provisions required by Article 28 UK GDPR.
1.6Where any provision is found to be unenforceable, it shall be severed and the remaining provisions continue in force. Where a limitation would be unenforceable in the form stated but enforceable in a reduced form, it applies in the reduced form.
1.7Headings are for convenience and do not affect interpretation. “Including” and “in particular” are illustrative and do not limit what precedes them.
2.1We supply both individuals buying for their own laboratory research use and businesses buying for onward resale. An ordinary account requires no approval and can be opened and used in the same session.
2.2You must be 18 years of age or over to hold an account or place an order.
2.3A trade account — required if you resell products obtained from us, or want your own branding applied to the vial — is granted only following an application reviewed by us. You warrant that the information given in that application is accurate and complete, and that you will tell us promptly if it ceases to be. This includes any material change to the nature of your business, the channels through which you sell, the ownership or control of your business, or the way products are presented to your customers.
2.4Approval of a trade application is based on your website and marketing as they stood at the date of review. Approval is not a continuing endorsement, is not transferable, and does not survive a material change to how products are presented.
2.5Where you buy as a consumer, the Consumer Rights Act 2015 and the Consumer Contracts Regulations 2013 apply to your order and nothing in these terms affects the rights they give you. Where you buy in the course of business for onward resale, you confirm you are contracting in the course of business and not as a consumer, and that consumer protection legislation does not apply to those transactions.
3.1All products are supplied strictly for laboratory research use. They are not medicinal products, they are not for human or veterinary consumption, and they have not been evaluated or authorised by the MHRA or any other regulatory authority for medicinal use.
3.2You must not market, describe, label, package or present any product supplied by us in any way that indicates, implies or invites human use. Without limitation this includes dosing information, administration guidance, reconstitution instructions framed for personal use, therapeutic, cosmetic or performance claims, before-and-after imagery, personal testimonials, comparisons to licensed medicines, and any suggestion that a product is suitable for consumption.
3.3Under the Human Medicines Regulations 2012 a product may be treated as a medicinal product by reference to how it is presented, irrespective of its actual composition or any disclaimer applied to it. Compliance is assessed on the whole of your presentation, including imagery, product naming, category structure, search terms and customer correspondence, and not on the presence of a disclaimer.
3.4You are solely responsible for the compliance of your own marketing, packaging, website content, advertising, search advertising, social media and customer communications.
3.5You shall indemnify us and keep us indemnified in full against all claims, proceedings, investigations, regulatory action, penalties, fines, losses, damages, costs and expenses (including reasonable legal and professional costs, and the cost of responding to any regulatory enquiry) arising from or in connection with your presentation, marketing, sale or onward supply of products obtained from us, or from any breach by you of this section.
3.6This section and the indemnity in it survive termination of the trading relationship without limit of time.
3.7You shall indemnify us and keep us indemnified in full against any claim, loss, regulatory action or third-party demand arising from any representation you make, or permit to be made, as to the geographic origin, place of manufacture, place of synthesis or place of formulation of any product supplied by us, where that representation is inaccurate or unauthorised by us.
4.1This section applies only where you hold a trade account and resell products obtained from us, or present them to your own customers.
4.2The obligations in section 3 apply continuously for as long as you hold an account and for as long as products obtained from us remain in your possession or on sale. They are not satisfied by the state of your website at the point of approval.
4.3You must not, after approval, remove, weaken or obscure research-use wording, add dosing or administration guidance, introduce therapeutic or performance claims, add before-and-after imagery or personal testimonials, alter product naming or categorisation to imply human use, or otherwise change your presentation in a way that would have caused your application to be declined had it been presented that way originally.
4.4We may review your website, marketing, packaging, advertising and customer-facing materials at any time without notice. On request you shall provide, within 3 working days, access to any customer-only, members-only, subscriber or otherwise restricted area of your site or channels for that purpose.
4.5Failure to provide access under 4.3 within the period specified is itself a material breach of these terms and entitles us to suspend supply immediately, whether or not any compliance issue is subsequently identified.
4.6Where we identify a material compliance issue we will notify you and specify what must change. You must implement the required change within 7 days. We may suspend supply immediately and without prior notice where in our reasonable opinion the issue presents an immediate legal or regulatory risk.
4.7Failure to remedy within the period specified is a material breach entitling us to terminate your account immediately under section 16, without refund in respect of undelivered orders.
4.8Any change made after approval that breaches section 3 constitutes a breach from the date the change was made, not from the date we discover it, and the indemnity at 3.5 applies from that earlier date.
4.9Where we require it following a compliance issue, you shall at your own cost withdraw or amend the offending material and confirm in writing that you have done so.
5.1This section applies only to trade accounts. An ordinary account needs no approval and is not subject to it.
5.2Trade accounts are granted at our absolute discretion following review. We may decline any application without giving reasons.
5.3We may suspend or terminate an account at any time, with immediate effect, where we consider that continued supply presents a legal, regulatory or reputational risk to us or to our other trade customers.
5.4Account credentials are personal to your business, must be kept confidential and must not be shared. You are responsible for all orders placed through your account, including by anyone you permit to use it.
5.5Accounts are not transferable and may not be assigned, charged or subcontracted without our written consent. A change in control of your business entitles us to review and if necessary withdraw the account.
6.1This section applies only where you hold a trade account. If you are buying for your own research use you are not reselling, and nothing in this section applies to you.
6.2Products obtained from us for resale are for resale to end customers only. You must not supply them onward to another wholesaler, distributor, reseller or trade buyer without our prior written consent.
6.3This restriction exists because we vet every trade account individually. Onward wholesale supply would place our products with businesses we have not assessed, and is a material breach of these terms.
6.4You must not offer products obtained from us on general consumer marketplaces, auction sites, or through social media direct messaging, nor permit any third party to do so on your behalf.
6.5You must not repackage, decant, subdivide, reconstitute or alter any product supplied by us, or supply it other than in the sealed unit in which it was delivered.
6.6You must not export products supplied by us, or knowingly supply a customer who will export them, without our prior written consent.
7.1Published prices exclude VAT and are quoted in pounds sterling. VAT will be applied at the prevailing rate where chargeable.
7.2Box pricing applies to orders of 10 or more units of the same compound and strength. Orders below that quantity are priced per unit and attract a delivery charge of £5 per order.
7.3Suggested retail prices are advisory only and are provided for your commercial convenience. You set your own resale prices at your sole discretion and we impose no restriction on them.
7.4An order constitutes an offer by you to purchase. A contract is formed only when we confirm acceptance. We may decline or cancel any order before dispatch, including where stock is unavailable, where a price has been published in error, or where we have concerns regarding presentation or intended onward supply.
7.5Where a price has been published in error we are not obliged to supply at that price, and we will tell you before proceeding.
7.6Prices may be varied without notice. A variation does not affect an order already accepted. Product specifications, formats and catalogue contents may change without notice.
8.1Payment is due in full in cleared funds before dispatch, unless credit terms have been agreed with you in writing.
8.2We accept payment by bank transfer and by cryptocurrency. Where payment is made in cryptocurrency, the sterling value is fixed at the point of invoice and any subsequent movement in exchange rate is at your risk. Overpayments arising from exchange movement are credited to your account rather than refunded.
8.3Where credit terms have been agreed, we may reduce or withdraw them at any time on notice. Interest on overdue sums accrues at the rate provided by the Late Payment of Commercial Debts (Interest) Act 1998, together with the fixed sum compensation provided by that Act.
8.4You may not withhold or set off any sum owed to us against any claim you may have against us. We may set off any sum owed to you against any sum owed by you.
8.5We may suspend supply while any sum is overdue, on all orders including those already accepted.
9.1Where we apply your branding to products, you grant us a non-exclusive, royalty-free licence to reproduce your name, logo and artwork for that purpose for the duration of the trading relationship and for a reasonable period afterwards to complete outstanding orders.
9.2You warrant that you own or are validly licensed to use all artwork supplied to us, and you shall indemnify us in full against any claim that its use infringes the intellectual property rights of any third party.
9.3Fixed elements of the label — compound name, strength, lot number, storage conditions and research-use wording — may not be altered, obscured or removed, whether by us at your request or by you or any third party after delivery. Removing, obscuring or defacing a lot number voids any claim relating to that unit and any warranty attaching to it.
9.4We will not print dosing information, administration guidance, therapeutic claims or any other human-use indication on any label under any circumstances, irrespective of instruction.
9.5Custom label designs outside our standard template may be considered at our discretion for established trade customers, remain subject to the same restrictions, and are subject to compliance review before printing. We may decline a design without giving reasons.
9.6GLP-1 receptor agonist products (including Semaglutide, Tirzepatide and Retatrutide) are excluded from custom branding under any circumstances. Orders including these products are supplied with Zenic Labs labels or as plain, unlabelled vials only.
9.7Approval of artwork by us confirms only that it meets our printing and labelling requirements. It is not approval of your wider marketing, is not a compliance opinion, and does not transfer any responsibility for your presentation to us.
10.1Products listed as held in stock are dispatched within 24 hours of accepted payment. Products listed as sourced to order are ordinarily dispatched within 14 days of accepted payment. Where an order contains both, the whole order is dispatched once all items are available. Delivery dates and dispatch windows are estimates only and are not guaranteed. Time is not of the essence in relation to delivery.
10.2We deliver to United Kingdom addresses only.
10.3Risk in the goods passes to you on delivery. Legal and beneficial title remains with us until we have received payment in full for that order and all other sums then owing.
10.4Until title passes you hold the goods as bailee, must store them separately and so as to remain identifiable as our property, must not alter or obscure any marking on them, and must insure them against loss and damage. We may at any time require their return and may enter any premises where they are held to recover them.
10.5You are solely responsible for the accuracy of any delivery address you provide us. We cannot recover or redirect a parcel dispatched to an address supplied in error, and no credit will be issued in those circumstances.
11.1Lyophilised peptides require appropriate storage. On receipt they should be stored refrigerated for short-term holding or frozen for longer-term holding, protected from light, and not subjected to repeated temperature cycling.
11.2We accept no liability for degradation, deterioration or loss of potency arising from storage or handling conditions after delivery, whether at your premises, in your onward carriage, or at your customer's.
11.3You must pass appropriate storage guidance to your own customers. Failure to do so does not transfer liability to us.
12.1Please inspect goods on delivery. Any shortage, damage or incorrect item should be reported within 48 hours of delivery, with photographic evidence where possible. We will at our option replace the item or refund it.
12.2Where you hold a trade account, claims notified outside that period will not be accepted and goods are deemed accepted. That time limit does not apply where you buy as a consumer.
12.3Where you buy as a consumer, you have the right to cancel your order within 14 days of receiving the goods under the Consumer Contracts Regulations 2013, without giving a reason. Tell us at hello@zeniclabs.co.uk, return the goods to us within 14 days of telling us, and we will refund you within 14 days of receiving them back or of your evidence of return, whichever is earlier.
12.4That right to cancel does not apply to a sealed product that has been unsealed after delivery. These are research chemicals whose storage and handling we cannot verify once the seal is broken, and they cannot safely be returned to stock — an exemption permitted under regulation 28(1)(e) on health protection and hygiene grounds. Unopened units with the seal intact can be returned in the ordinary way.
12.5Where you hold a trade account, we do not accept the return of correctly supplied goods, irrespective of whether the outer packaging has been opened, for the same reason.
12.6Nothing in this section affects your statutory rights in respect of goods that are faulty, not as described, or not of satisfactory quality, or our obligations under section 13 where a batch is found not to meet specification.
13.1Every batch is received with a certificate of analysis and is checked before entering stock. Independent retesting is undertaken progressively and published on our batch ledger. A batch is described as verified only where an independent laboratory has tested it.
13.2Where a test is funded under our partner testing scheme, the submission must relate to a lot number supplied by us to that customer. We may require photographic evidence of the unit showing the lot number before submission. Reimbursement is subject to receipt of the laboratory report and verification of the lot against your order history, and is limited to one funded test per customer in any twelve month period.
13.3Where any test indicates that a batch does not meet specification, we will publish the result and withdraw the affected batch from sale. We will notify customers who have received units from that batch, and where you hold a trade account you shall on request provide records identifying which of your customers received them.
13.4Where a batch is withdrawn, we will credit or replace unsold units you still hold. That credit or replacement is your sole remedy in respect of the withdrawal.
13.5A test result relates to the batch and unit tested. It is not a warranty as to any other batch and does not constitute a guarantee of any particular result in your hands or your customer's.
14.1This section applies only where you hold a trade account and resell products obtained from us.
14.2You shall comply with all applicable legislation, regulation and codes of practice in the marketing, sale and onward supply of products obtained from us, including in relation to advertising, product safety, consumer protection, data protection and medicines.
14.3You shall maintain records sufficient to identify which batch and lot number any customer received, retain them for not less than two years, and provide them to us within 3 working days of request in the event of a batch withdrawal or regulatory enquiry.
14.4You shall notify us within 2 working days of any complaint, adverse report, regulatory contact or enforcement action concerning products obtained from us, and shall not respond to a regulator in terms that describe our products or processes without first consulting us.
14.5You shall not represent yourself as an agent, employee, partner, distributor or representative of Zenic Labs, and shall not state or imply that we endorse your business or its marketing.
14.6You shall not disclose, publish or seek to identify our manufacturing or supply sources, and shall treat all commercial information disclosed to you — including trade pricing, stock levels and supply arrangements — as confidential, both during the relationship and after it ends.
14.7You shall maintain product liability insurance appropriate to the nature and scale of your business, and shall provide evidence of it on request.
14.8You shall not state, imply or permit any suggestion to your customers or any third party that Zenic Labs, or you, manufactured, synthesised, formulated or assembled any product supplied by us. We are a reseller and labelling service, not a manufacturer, and our application of your branding to a vial does not make either of us the manufacturer of its contents.
15.1Where we dispatch to your customers on your instruction, you are the data controller in respect of their personal data and we act as processor on your behalf.
15.2We process end-customer data only to fulfil the order, retain it only as long as necessary for fulfilment and delivery enquiries, and do not use it for our own marketing or disclose it to any third party other than the carrier.
15.3You warrant that you have a lawful basis for supplying that data to us and that your own privacy notice permits it. You shall indemnify us against any claim arising from your failure to do so.
15.4Our full processing terms, meeting the requirements of Article 28 UK GDPR, are set out in our privacy notice and form part of these terms.
16.1We may suspend supply or terminate your account immediately on written notice where you breach these terms, in particular sections 3, 4 or 6; where you fail to pay any sum when due; where you become insolvent, enter any insolvency procedure, or cease or threaten to cease trading; or where there is a change in control of your business.
16.2On termination, any undelivered orders may be cancelled, all unpaid sums become immediately due, and any accrued testing entitlement lapses.
16.3Either party may end the trading relationship on notice. Orders already accepted will be completed subject to payment.
16.4Termination does not affect any right or remedy accrued before it. Sections concerning research use, ongoing compliance, restrictions on onward supply, indemnities, confidentiality, liability and data protection survive termination.
17.1We are not liable for any delay or failure to perform caused by an event beyond our reasonable control, including act of God, fire, flood, epidemic, industrial action, carrier failure, failure of a supplier or manufacturer, interruption of transport, seizure or detention of goods by any authority, import restriction, sanction, change in law or regulatory action, or failure of utilities or communications networks.
17.2Where such an event continues for more than 30 days, either party may cancel affected orders that have not yet been dispatched. Where an order is cancelled under this section we will refund sums paid in respect of undelivered goods, and that refund is the full extent of our liability.
17.3This section does not excuse any obligation to pay sums already due.
18.1Subject to 18.4, our total aggregate liability arising out of or in connection with these terms and any order placed under them, whether in contract, tort (including negligence), breach of statutory duty, misrepresentation or otherwise, is limited to the greater of (a) the total sums paid by you to us in the twelve months preceding the event giving rise to the claim, or (b) £5,000.
18.2We are not liable for loss of profit, loss of revenue, loss of business, loss of contract, loss of anticipated savings, loss of goodwill or reputation, business interruption, wasted expenditure, regulatory penalties incurred by you, or any indirect or consequential loss, in each case whether or not foreseeable.
18.3We are not liable for any loss arising from your use, presentation, storage or onward supply of products in breach of these terms, from storage or handling conditions after delivery, or from any act or omission of your own customers.
18.4Nothing in these terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for breach of the terms implied by section 12 of the Sale of Goods Act 1979, or for any other liability which cannot lawfully be excluded or limited.
18.5You acknowledge that the allocation of risk in this section is reasonable having regard to the price of the goods, the nature of business-to-business supply, the fact that you control the presentation and onward supply of the products, and your ability to insure against the risks you assume.
18.6Each limitation in this section operates separately. If any is held unenforceable, the others continue to apply.
18.7We supply products as a reseller and, where you choose it, apply your branding to the vial as a labelling service. Nothing in these terms, and no act of ours in printing, packing or dispatching a product, constitutes a representation that we manufactured, synthesised or formulated it, and our liability is assessed throughout on that basis.
19.1No failure or delay by us in enforcing any provision operates as a waiver of it, and no single or partial exercise of a right prevents its further exercise.
19.2Nothing in these terms creates a partnership, joint venture, agency or employment relationship between us. Neither party may bind the other.
19.3A person who is not a party to these terms has no right to enforce any of them under the Contracts (Rights of Third Parties) Act 1999.
19.4These terms, together with our privacy notice and any order we accept, constitute the entire agreement between us and supersede any prior discussion, representation or understanding. Neither party has relied on any statement not set out in them, save that nothing excludes liability for fraudulent misrepresentation.
19.5We may update these terms from time to time. The version published at the date an order is accepted governs that order. Continued ordering after publication constitutes acceptance of the updated version.
19.6Notices must be given in writing to the email address held on your account, and are deemed received on the next working day after sending.
19.7These terms and any dispute or claim arising out of them, including non-contractual disputes, are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
Questions about any clause before you order? Ask — we’d rather explain it now than argue about it later.