Terms of sale

The contract terms that apply when you buy peptides from us. They are written to be read by a buyer, not only by a lawyer: the restrictions matter more than the boilerplate, so they come first.

1. Who you are contracting with

The seller is Taiyu International Limited, a company registered in Hong Kong SAR, China, company number 71580904, trading as PepCore Biosciences. In these terms “we”, “us” and “our” mean that company; “you” and “buyer” mean the entity placing the order.

2. Scope, and business buyers only

These terms apply to every quotation, order and supply of goods through this website or by correspondence with us, unless we have signed a separate supply agreement with you — in which case that agreement prevails where the two conflict.

We sell to businesses, laboratories, universities, contract research organisations and manufacturers acting in the course of business. We do not sell to consumers. By ordering you confirm that you are acting for a business or institution, that you are authorised to bind it, and that you are at least 18 years old. If we discover that an order is a consumer purchase, we may cancel it and refund the price.

3. Research-use restriction

Unless a product is expressly sold under a different grade in writing, all material supplied from our research catalogue is for in vitro laboratory research use only. You agree that you will not use it, and will not permit or enable anyone else to use it:

• for human or veterinary use, in any form, including ingestion, injection, inhalation, topical application or any other route of administration;
• for diagnostic, therapeutic or prophylactic purposes;
• in the manufacture of food, food supplements, drugs, medical devices or cosmetics;
• in any application that requires regulatory approval, registration or notification which the material does not hold;
• for any purpose prohibited by the law of the country of delivery, or of the country in which you will use or resell it.

We will not supply instructions, protocols or advice for human use, and we will decline enquiries that ask for them. Where you resell material supplied by us, you must impose equivalent written restrictions on your own buyer, and you remain responsible to us for their compliance.

4. Regulated uses: cosmetic, food, and everything else

Our dermal catalogue is supplied as laboratory research reagent, in research quantities, and is not cosmetic bulk raw material. Material intended for cosmetic manufacture is supplied only under a separate written specification and quality agreement. In that case you remain the responsible person for the finished cosmetic, its safety assessment and its product information file; we supply the material and its documentation, not the regulatory dossier for your product.

Food-grade peptides are supplied as ingredients for further processing under a written specification, to buyers who confirm they are food business operators. You are responsible for compliance with food law in your market, including safety assessment, labelling and any pre-market requirements. Where a specification has not been agreed in writing, the product is not sold for food use.

Nothing in this clause transfers any regulatory responsibility from you to us.

5. Product information and specifications

Catalogue entries, this website and our technical correspondence describe material in general terms. They are not a specification and are not a warranty that a product is suitable for a particular purpose. The binding specification is the batch-specific Certificate of Analysis issued for the lot you receive, together with any specification agreed in writing for your order.

Typical values are typical: purity, net content, appearance and water content vary within the ranges stated on the COA from batch to batch. Where you need a tighter range, tell us before we quote, because it may require a different grade or a custom synthesis.

Published COAs on our COA samples page relate to the specific lots identified on them. They are evidence about those lots, not a guarantee about a future lot.

6. Quotations, orders and acceptance

A quotation is an invitation to order, not an offer capable of acceptance. No contract exists until we issue a written order confirmation or proforma invoice, and we may decline an order before that point.

We will decline an order where accepting it would breach our own compliance position — for example where the stated end use is human use, where the buyer cannot be identified, where the destination or the parties are subject to sanctions or export restrictions, or where we are not satisfied that the material will be handled lawfully. We do not have to give detailed reasons, and declining an order creates no liability to you beyond returning any payment already made for it.

Quotations are valid for 30 days from the date of issue unless the quotation states otherwise, and are subject to stock and to the specification in force at the time of the order.

7. Prices, taxes and payment

Prices are quoted in the currency stated on the quotation and exclude freight, insurance and any import duties or taxes, unless the quotation says otherwise. Any VAT, GST, customs duty or local tax payable on the supply or import is your responsibility, including where we arrange carriage.

Payment is by bank transfer to the account shown on our invoice, unless we have approved other terms in writing. Unless we have granted credit terms in writing, payment is due before dispatch.

If an invoice remains unpaid beyond its due date we may suspend further supply, and we may charge interest on the overdue amount at 1% per month or the maximum permitted by law, whichever is lower.

8. Delivery, risk and title

Delivery terms are stated on the order confirmation using Incoterms® 2020. Where no term is stated, the default is DAP (delivered at the named place, not unloaded), and risk passes to you when the goods are made available at that place.

Where we quote DDP, we clear the goods for import in your country; you still remain responsible for any permit, registration or product notification required to receive or use the material. Delivery dates are estimates unless we have expressly agreed them as firm dates in writing.

Title to the goods passes to you only when we have received payment in full, even if the goods have already been delivered.

Where a product requires cold chain or dry ice, we will specify an appropriate shipping method. If you instruct a cheaper or slower method against our recommendation, the risk of degradation in transit passes to you.

9. Inspection, claims and defects

Inspect the goods on arrival. Notify us in writing within 5 business days of delivery of any visible shortage, damage, wrong item or label discrepancy, with photographs of the outer packaging, the labels and the affected vials. Where the seal is broken or the goods have been stored outside the conditions on the label, we cannot assess a transit claim.

A defect that could not have been found on reasonable inspection must be notified within 30 days of the date you discovered it, and in any event within 12 months of delivery.

Where a claim is valid, our remedy is, at our option, replacement of the affected goods or a refund of the price paid for them. This is your exclusive remedy for defective goods, subject to clause 11.

10. Returns

Do not return goods without a return authorisation from us first — unauthorised returns are refused and may be destroyed on arrival. Goods must be returned unopened, in their original packaging, with the batch label intact.

Opened vials of research material cannot be returned, because we cannot verify their storage history or integrity once the seal is broken. This does not affect your rights where the material was defective on arrival.

Where the return is due to our error, we pay return freight. Otherwise return freight is your cost, and refunds are made to the original payer after inspection.

11. Warranty and limitation of liability

We warrant that, at the time of dispatch, the goods conform to the specification in the batch COA and to any specification agreed in writing, and that we have the right to sell them.

Except for that warranty, and to the extent permitted by law, all other terms, conditions and warranties — whether express or implied, statutory or otherwise, including any implied warranty of merchantability or fitness for a particular purpose — are excluded. We give no warranty that any product is suitable for your intended research, that results will be reproducible, or that any product may lawfully be imported into your country.

Our total liability arising out of or in connection with an order is limited to the invoice value of the goods that gave rise to the claim. We are not liable for loss of profit, loss of business, loss of opportunity, loss of data, wasted materials, delay, or any indirect or consequential loss, whether or not we were told such loss was possible.

Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, for breach of any obligation that cannot by law be limited, or for any statutory rights you have that cannot be waived. Some jurisdictions do not allow certain exclusions, in which case the exclusion applies only to the extent permitted.

12. Export control and sanctions

You confirm that neither you nor any party to the transaction is subject to trade sanctions that would prohibit the supply, and that the goods will not be exported, re-exported or transferred in breach of applicable export-control or sanctions law.

You will not use, resell or transfer the goods for any chemical, biological or weapons-related purpose, or to any person or entity engaged in such activity. We may ask for an end-use statement, a copy of your business registration or other information before shipping, and may decline or cancel an order if it is not provided.

13. Intellectual property and confidentiality

No trademark, trade name or other intellectual property right of ours is licensed to you by a sale. You may refer to the product by its chemical name; you may not use our brand to imply endorsement of your own product, and you may not present our documentation as evidence of approval of your product.

Technical information we give you — synthesis routes, analytical methods, specifications, our pricing — is confidential and is provided for the purpose of the transaction. Do not disclose it to third parties without our written consent, except where it is public, you already lawfully held it, or disclosure is required by law. This obligation survives the end of the contract for three years.

14. Force majeure

We are not liable for delay or failure to perform caused by events outside our reasonable control, including export or import restrictions, customs delays, carrier failure, shortage of raw material, epidemic, natural disaster, war, sanctions or a change in law. If such an event continues for more than 60 days, either party may cancel the affected order, and we will refund any payment for goods not dispatched.

15. Governing law and jurisdiction

These terms and any contract formed under them are governed by the laws of the Hong Kong Special Administrative Region of the People’s Republic of China. The courts of Hong Kong have exclusive jurisdiction, without prejudice to our right to enforce a judgment or recover a debt in any other competent court.

Before starting proceedings, both parties agree to attempt to resolve the dispute in good faith through written notice and 30 days of discussion.

16. General

• Entire agreement. These terms, the order confirmation and any signed supply agreement are the whole agreement between us and supersede earlier discussions. You may not rely on any statement not recorded in them, except a fraudulent one.
• Variation. No variation is effective unless agreed in writing by both parties.
• Severability. If a provision is unenforceable, it is modified to the minimum extent needed to make it enforceable, and the rest continues to apply.
• No waiver. Not enforcing a provision once does not waive it.
• Assignment. You may not assign the contract without our written consent; we may assign it to a successor of our business.
• Third-party rights. No one other than the parties has any right to enforce these terms.
• Notices. Written notice to us goes to sales@pepcore-bio.com; notice to you goes to the email address on your order. Notices are effective when sent, if sent on a business day before 17:00 Hong Kong time.
• Language. These terms are in English. Any translation is for convenience only; the English version prevails.