SC Labs Terms and Conditions

Welcome to SCLabs.com (the “Website”). Please read these Terms and Conditions carefully before using the Website. By accessing or using the Website, you agree to be bound by these Terms and Conditions. The provision of information and services on this Website by the owners and operators of SCLabs.com is subject to your agreement to the Terms and Conditions below.

Scope

These Terms and Conditions apply to your use of our SCLabs.com Website. The Website is owned and operated by SC Laboratories, Inc. (“SC Labs”), a privately held corporation.

We may have other websites that are governed by different terms and conditions.

Availability of Products

Reference to any product or service on the Website does not constitute an offer to sell or supply that product or service. Specific advice concerning the availability and suitability of any particular product or service should be sought before purchase. Products or services described or listed on this Website may not be available in all states. Products or services are not available outside of the United States.

Content

The information provided on this Website has been included in good faith but is for general informational purposes only. It should not be relied on for any specific purpose and no representation or warranty is given in regard to its accuracy or completeness. This Website should not be considered error-free or as a comprehensive source of all information on a particular topic. SC Labs makes no warranties or representations as to the accuracy of the content of the Website, and assumes no responsibility for any consequences relating directly or indirectly to any action or inaction you take based upon the information and material on this Website. Your use of the Website is subject to the additional disclaimers and caveats that may appear throughout these Terms and Conditions and the SC Labs Website. You assume the entire risk of loss in using this Website and materials contained in the Website.

Features and specifications of products or services described or depicted on the Website are subject to change at any time without notice.

Copyright, Trademarks and other Intellectual Property

Copyright, trademark, patent, and other applicable laws protect the services and materials appearing on the Website. All materials on the Website may be accessed, downloaded, or printed for the noncommercial purpose of scientific or educational advancement or within the scope allowable by these Terms and Conditions. No other use of these materials may be made without express written permission from SC Labs. Any unauthorized use of the words or images on this Website may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes.

The Website includes material that is derived in whole or in part from materials that are copyrighted, including the format and layout of the Website. These copyrights are owned by SC Labs, or for licensed content, the content providers.

None of the names, trademarks, service marks, and logos of SC Labs appearing on this Website may be used in any capacity, including but not limited to indicating SC Labs’ sponsorship of or affiliation with any product or service, without express written permission of SC Labs. Nothing contained on the Website should be construed as granting, by implication, estoppel, waiver, or otherwise, any license or right of use to any trademark displayed on the Website without the express written permission of SC Labs or the third-party owner of the trademark, if any. This Website may contain other proprietary notices and copyright information, the terms of which must be observed and followed.

Right to Change Terms and Conditions

SC Labs may, at any time and from time to time, change these Terms and Conditions. Any changes to these Terms and Conditions will be effective immediately upon posting of the changed Terms and Conditions on the Website. You agree to review these Terms and Conditions periodically, and your use of the Website following any such change constitutes your agreement to follow and be bound by the Terms and Conditions as changed.

Client Service Portal

SC Labs uses a client service portal located at client.sclabs.com for use with its clients (“Clients”). All uses of the client service portal shall comply with these Terms and Conditions, including the following:

Sample Taking Procedures

Sample taking procedures are made available to protect the integrity of the sample and to assure accurate test results. Test results are specific to the samples provided and tested. The accuracy and reliability of the results is strictly dependent on how well procedures for providing samples are followed. SC Labs will discontinue and sever all business relations with providers without refund if sample fraud is determined.

Disclaimer of Warranties Regarding Publication

SC Labs hereby makes no warranties or representations (whether express or implied) in connection with the publication of test results, including, without limitation, that the Website will run uninterrupted or error free, that Client may obtain certain financial results from the publication of the test results on the Website, any implied warranties of merchantability or fitness for a particular purpose, or any other warranties.

Client Representations

Client represents, warrants, and covenants that it will not, nor does it intend to, use SC Labs’ services to (a) violate or infringe the rights of others in any way; (b) commit a harm or other tort, whether intentional or otherwise; or (c) commit a crime. If Client is engaged in the cannabis industry, Client further represents, warrants, and covenants that it holds a valid and current license from the State of California or the State of Oregon to engage in the cultivation, manufacturing, distribution, retail, or combination thereof of cannabis. If at any time Client no longer holds a current license for its regulated cannabis industry, Client shall immediately, and in no event later than five (5) days after losing such license, notify SC Labs in writing. Client’s holding a valid license is a necessary condition to these Terms and Conditions and, therefore, any loss of such licensure shall immediately terminate any obligations of SC Labs hereunder.

Force Majeure

SC Labs shall have no responsibility or liability to the Client for any failure or delay in performance by SC Labs which results in whole or in part from any cause or circumstance beyond the reasonable control of SC Labs. Such causes and circumstances shall include, but not limited to, acts of God; acts of orders of any government authority; strikes or other labor disputes; natural disasters; accidents; wars; civil disturbances; difficulties or delays in transportation, mail, or delivery services; inability to obtain sufficient services or supplies from SC Labs’ usual suppliers; or any other cause beyond SC Labs’ reasonable control.

Limitations of Liability

SC Labs shall have no liability, obligation, or responsibility of any kind for losses, costs, expenses, or other damages (including but not limited to any special, direct, incidental, or consequential damages) with respect to the services provided under these Terms and Conditions, any test results, or the publication of any test results on a third-party website.

All results provided by SC Labs are strictly for the use of Client. SC Labs is not in any way responsible for the use of such results by any third parties. All results should be considered in their entirety, and SC Labs is not responsible for the separation, detachment, or other use of any portion of these results.

Indemnification

Client agrees to defend, indemnify, and hold harmless SC Labs, its officers, directors, employees, and agents from and against any claims, actions, or demands (including without limitation reasonable attorneys’ fees and costs) alleging or resulting from Client’s breach of any of the terms, warranties, representations, or covenants contained in these Terms and Conditions.

Cancellation Policy

SC Labs makes every effort to accommodate a Client’s requested date and time for a sampling event or R&D pickup. We understand that Clients may need to cancel for various reasons, but due to the financial impact cancellations can have on our business, SC Labs requires 24-hour notice. If a sampling event or R&D pickup is cancelled within 24 hours, Client must pay a cancellation fee prior to, or at the time of, the Client’s next sampling event or R&D pickup.

Miscellaneous Terms and Conditions

SC Labs and Client may have other Agreements in place. In the event that there exists a conflict between any term, condition, or provision contained within these Terms and Conditions and any term, condition, or provision contained within a Master Testing Agreement, the Master Testing Agreement shall control. In the event that there exists a conflict between any term, condition, or provision contained within these Terms and Conditions and any term, condition, or provision contained within any other agreement, these Terms and Conditions shall control. SC Labs specifically rejects all additional, inconsistent, or conflicting terms, whether printed or otherwise set forth in any purchase order or other communication from the Client to SC Labs. No waiver by SC Labs of any provision, term, or condition hereof or of any breach by or obligation of the Client hereunder shall constitute a waiver of such provision, term, or condition on any other occasion or a waiver of any other breach by or obligation of the Client. Should suit be brought to enforce or interpret any part of these Terms and Conditions, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs.

Linked Sites

While browsing this Website you may be offered links to other websites. This does not indicate that SC Labs is associated with any of these other sites or their owners. While it is the intention of SC Labs that you should find these other sites of interest, neither SC Labs, its affiliates, nor its respective directors, officers, employees, or agents shall have any responsibility or liability of any nature whatsoever for these other sites or any information contained in them, none of which have been verified or endorsed by SC Labs.

SC Labs may offer apparel and other products using a third-party provider. Any use of this third-party provider shall be governed by that provider’s Privacy Policy and Terms and Conditions. Neither SC Labs, its affiliates, nor its respective directors, officers, employees, or agents shall have any responsibility or liability of any nature whatsoever for this third-party site or any information contained in them, none of which have been verified or endorsed by SC Labs.

Other SC Labs websites may be governed by separate, specific Terms and Conditions and Privacy Policies. Upon your entry to another SC Labs website, you should carefully read the Terms and Conditions and Privacy Policies governing such website.

No Guarantee of Employment

SC Labs may list or describe certain career opportunities on this Website. SC Labs makes no guarantee or promise that, upon application for employment, you will receive an offer for employment or placement in the position for which you applied, or that any employment or position is available.

Equal Employment Opportunity Commission Statement

SC Labs does not discriminate against any employee or applicant for employment on the basis of race, color, creed, religion, national origin, sex, disability, age, marital status, sexual orientation, political affiliation, or veteran status. SC Labs makes all decisions regarding offers of employment in accordance with applicable federal, state, and local laws.

Disclaimer of Warranties

All content on or accessible from this Website is provided “as is” without warranty of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The use of this Website is at your own risk. SC Labs does not warrant that the content available on this Website or the Website itself is free of errors. SC Labs expressly disclaims any obligation to update the content on this Website. SC Labs does not warrant that the content of this Website is free of viruses or other harmful properties.

Limitation of Liability

The use of this Website is at your own risk. To the fullest extent permitted by applicable law, under no circumstance shall SC Labs, its subsidiaries and affiliates, and its respective directors, officers, employees, agents, successors, and assigns, be liable to any user of this Website or any other person or entity for any direct, indirect, special, incidental, consequential, or exemplary damages, including without limitation, damages for loss of profits, revenue or data, or other losses or damages of any kind whatsoever arising out of the use or inability to use this Website or any content contained thereon, whether based upon warranty, negligence, contract, tort, strict liability, or otherwise, even if SC Labs has been advised of the possibility of such damages or losses.

Indemnification

By using this Website, you hereby release, and agree to indemnify and hold harmless SC Laboratories, Inc., its subsidiaries and affiliates, and its respective directors, officers, employees, agents, successors, and assigns from any and all liabilities, damages, costs, and expenses, including actual attorneys’ fees, arising out of your use or inability to use this Website or its content.

Severability

If any part of these Terms and Conditions is found to be unlawful, void, or unenforceable for any reason, that part shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

Applicable Law

These Terms and Conditions and the resolution of any dispute related to these Terms and Conditions shall be construed in accordance with the laws of the State of California without regard to any principles of conflicts of law. Any dispute between SC Labs and you related to these Terms and Conditions shall be resolved exclusively by the state courts in Santa Cruz, California or the federal courts of the Northern District of California.

SC Labs makes no representation that material on this Website is appropriate or available for use in other locations, and accessing them from territories where its content is illegal is prohibited. Those who choose to access the Website from other locations do so on their own initiative and are responsible for compliance with local laws.

Dispute Resolution

PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE ARBITRATION OF CERTAIN DISPUTES ON AN INDIVIDUAL BASIS AND LIMIT THE PROCEDURES BY WHICH YOU AND SC LABS CAN SEEK RELIEF.  ARBITRATION USES A NEUTRAL ARBITRATOR INSTEAD OF A JUDGE OR JURY, ALLOWS FOR MORE LIMITED DISCOVERY THAN IN COURT, AND IS SUBJECT TO VERY LIMITED REVIEW BY COURTS.  ARBITRATORS CAN AWARD THE SAME DAMAGES AND RELIEF THAT A COURT CAN AWARD.  ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS TO THE MAXIMUM EXTENT PERMITTED BY LAW; CLASS ARBITRATIONS, CLASS ACTIONS OR REPRESENTATIVE ARBITRATIONS ARE NOT PERMITTED.  HOWEVER, IN ARBITRATION, BOTH YOU AND US WILL BE ENTITLED TO RECOVER ATTORNEYS’ FEES FROM THE OTHER PARTY TO THE SAME EXTENT AS YOU WOULD BE IN COURT.

Agreement to Arbitrate and Jury Waiver

You and SC Labs mutually agree to resolve Disputes (as defined below) with SC Labs in arbitration, as set forth in more detail below.  Both you and SC Labs waive the right to a jury trial on any Disputes, to the fullest extent of the law. The word “Disputes” means any disputes, claims, suits, actions, causes of action, losses, liabilities, and/or demands in any way relating to, in connection with, or arising out of the Website, use of any cookies, pixels, web beacons, or similar technologies, data or information privacy, sharing, or security concerns, incidents, or breaches, or these Terms of Use, including any past, currently pending, existing, or future Disputes of any kind.  “Disputes” do not include, and this arbitration and class waiver provision does not apply to, claims by or against SC Labs employees related to the terms or conditions of their employment, claims by SC Labs patients for alleged medical malpractice, wrongful death, or similar personal physical injury or survivor claims related to a patient’s medical care at SC Labs or by a SC Labs, individual actions brought in small claims court for disputes fully within the scope of such court’s jurisdiction, or claims in which either party seeks injunctive or other equitable relief to prevent the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents.

Class Action Waiver

To the maximum extent allowed by applicable law, you and SC Labs agree that each may bring claims against the other only in your or its individual capacity, on an individual basis, and that you and SC Labs each waive any right to pursue claims on a class, collective, non-individual, mass, or consolidated basis or in a representative proceeding.  The arbitrator may not join or consolidate more than one person’s claims, and may not otherwise preside over any form of representative, collective, non-individual, mass, or class proceeding.  Nothing in these terms should be read to allow class arbitration.  Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.  All other disputes with respect to whether this Dispute Resolution provision and its terms are unenforceable, unconscionable, applicable, valid, void or voidable shall be determined exclusively by an arbitrator, and not by any court.

Pre-Arbitration Notice and Good Faith Negotiations

You and SC Labs also agree that each party will notify the other in writing of any Dispute before initiating arbitration, so that we can try to resolve the Dispute informally and individually.  Notice by SC Labs will be sent to you at your last known street and email addresses on file, and notice by you to SC Labs will be sent by mail to SC Labs’s Legal Department, 1600 Golf Rd #1200, Rolling Meadows, IL 60008, Attn: Chief Legal Officer.  The notice of Dispute must be specific and individual to you and include your name, street address, telephone number, and email address used for access to the Website, as well as a brief description of the Dispute, the amount of money (if any) at issue, and the specific relief sought.  The notice must be signed and include your handwritten signature or the handwritten signature of a SC Labs employee, as applicable, depending on which party is initiating the Dispute.  You and SC Labs then agree to negotiate personally, individually, and in good faith to try to resolve the Dispute.  If and only if we cannot resolve the Dispute within thirty (30) days after the notice is received, then either party may commence an arbitration proceeding with a written demand for arbitration.  Any limitations period will be tolled from the date the Dispute is noticed to the other side until the expiration of this thirty (30)-day period.  Compliance with this Pre-Arbitration Notice provision is a condition precedent and requirement for initiating any arbitration proceedings.

Arbitration Procedures

To make arbitration as cost-efficient for the parties as possible, the parties agree to initiate any arbitration without using an arbitration service SC Labs or administrator and to instead serve directly on the other party a written arbitration demand setting forth the relevant facts and claims.  The demand will be specific and individual to you and include the information and signature set out in the Pre-Arbitration Notice provision above.  The delivery addresses for service of the written arbitration demand are the same as set out in the notice paragraph above.  The arbitrator will be selected through mutual agreement of the parties, and the arbitrator will be a licensed attorney or a retired judge.  The parties may use an arbitrator from the lists of court-approved neutrals listed on the Website for the U.S. District Court for the Illinois (https://www.illinoiscourts.gov/) or another mutually agreed-upon arbitrator, and the court will appoint an arbitrator under 9 U.S.C. § 5, if the parties cannot agree.  The arbitration will be conducted in Cook County; your county of residence; or another mutually agreed location, and the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of arbitration.  Any documents exchanged will not be used or shared outside of the arbitration process without the prior written consent of the parties or as required by law.  Unless otherwise prohibited by law, all arbitration proceedings will be confidential to SC Labs and you, and closed to the public and anyone not a party to the proceeding.  The arbitrator will have the authority to award monetary damages and other remedies on an individual basis only to the extent available under applicable law and consistent with and subject to the limitations set forth in these Terms of Use.  Also, to the fullest extent allowed by law, the arbitrator may award declaratory or injunctive relief only in favor of you or SC Labs and only to the extent necessary to provide the relief warranted by your or SC Labs’ individual claim.  Judgment on the arbitration award may be entered in any court having jurisdiction thereof.  Except as modified by these terms, the parties agree to conduct their arbitration pursuant to the JAMS General Arbitration Rules and Procedures, available here.

Arbitration Fees

The party initiating the arbitration will pay any filing, case initiation, or arbitrator fees, up to the amount that would be required to pursue the same claim in the U.S. District Court for Illinois. For individual damages claims with less than $25,000 at issue, SC Labs will pay the additional, reasonable fees and costs of arbitration.  For claims with more than $25,000 at issue, or where a party seeks injunctive or declaratory relief, the parties will share the fees and costs of arbitration equally.  The parties’ good faith negotiation of reasonable fees with the arbitration SC Labs is authorized as needed.  If the arbitrator determines that your or our claim(s) are frivolous, the party bringing the frivolous claim(s) will reimburse SC Labs the other party for any amounts that the other party paid for the arbitration.

Federal Arbitration Act

These Terms of Use affect interstate commerce, and the interpretation and enforceability of this Dispute Resolution provision will be substantively, procedurally, and exclusively governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1, et seq., to the maximum extent permitted by applicable law, except as modified by these Terms of Use.

Forum Selection

For any dispute not subject to arbitration, you and SC Labs agree to proceed in state and federal courts covering Illinois, and you agree to be subject to personal jurisdiction there, waiving any jurisdictional, venue, or inconvenient forum defenses or objections to those courts.  If SC Labs does not enforce any rights under these Terms of Use at any point, it will not be deemed a waiver of any provision or right under these Terms of Use.

Limitation of Time to File Claims

Any action, claim or dispute you have against us must be filed within one (1) year, unless prohibited by applicable law.  The one-year period begins when the claim or notice of dispute first could be filed.  If a claim or dispute is not filed within one year, it is permanently barred.

Privacy Policy

The SC Labs Privacy Policy is available on this Website and is incorporated by reference in these Terms & Conditions. By accessing and using this Website, you agree to the terms of the SC Labs Privacy Policy. You should read the Privacy Policy carefully.

General

These Terms and Conditions constitute the entire agreement between you and SC Labs with respect to your use of and access to this Website. Any failure by SC Labs to exercise or enforce any provision or right under these Terms and Conditions does not constitute a waiver of that provision. Any rights not expressly granted in these Terms and Conditions are reserved.

Contacting Us

If you have any questions regarding these Terms and Conditions, you may contact us using the following information:

SC Laboratories, Inc.
100 Pioneer Street, Suite E
Santa Cruz, CA 95060

info@sclabs.com
(866) 435-0709

Effective Date: September 12, 2024