These Terms of Sale and Use (the “Terms”) form a binding legal contract between you (“you,” “Buyer,” or “User”) and Prime Vitality Labs, PVL Ventures LLC, a Florida limited liability company with its principal place of business at 12545 Shirley Oaks Dr, Jacksonville, FL 32218 (the “Company,” “we,” or “us”). By accessing this website, placing an order, or accepting delivery of any product, you agree to be bound by these Terms, our Privacy Policy, and our Research-Use Disclaimer. If you do not agree, do not use this site or purchase any product.
1. Mandatory Buyer Certifications
By placing an order, you represent and warrant that:
- You are at least 21 years of age and legally competent to contract;
- You are a qualified researcher purchasing strictly for in-vitro laboratory research;
- You will not administer, distribute, dispense, sell, or transfer any product for human or veterinary use;
- You are not a resident of any jurisdiction in which the sale or possession of the product is unlawful;
- All information you provide (identity, shipping address, payment) is true, current, and complete; and
- You accept all terms of our Research-Use Disclaimer.
2. Orders, Pricing, and Acceptance
All orders are offers to purchase, subject to acceptance by the Company. We may, in our sole discretion, refuse, cancel, limit, or require additional verification for any order, including but not limited to orders that appear to be for resale, for human use, for export to restricted jurisdictions, or that present a fraud or compliance risk. We expressly reserve the right to refuse, cancel, or suspend any order, in whole or in part, where we reasonably believe the products are being purchased for human or veterinary administration or otherwise outside the permitted conditions of sale. Prices, availability, and product specifications are subject to change without notice. Typographical or pricing errors may be corrected at any time, including after an order has been placed; in such case, your sole remedy is cancellation and refund.
3. Shipping, Title, and Risk of Loss
Shipments are F.O.B. our Florida facility. Title and risk of loss pass to Buyer upon delivery of the products to the carrier. See our Shipping & Returns policy for additional terms.
4. Returns and Refunds
Due to the sensitive nature of research materials and chain-of-custody requirements, all sales are final. We do not accept returns of opened, damaged, mishandled, or temperature-exposed products. Claims for non-conforming, damaged-in-transit, or missing items must be submitted in writing to support@primevitalitylabs.us within seventy-two (72) hours of delivery, with photographic evidence and the order number. Our sole obligation, at our election, is to replace the affected item or refund the purchase price.
5. NO WARRANTIES — PRODUCTS SOLD “AS IS”
TO THE FULLEST EXTENT PERMITTED BY LAW, ALL PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. No oral or written information or advice given by the Company shall create a warranty.
6. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, GOODWILL, OR RESEARCH RESULTS, ARISING OUT OF OR RELATED TO THESE TERMS, THE PRODUCTS, OR YOUR USE OF THE PRODUCTS OR THE WEBSITE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE COMPANY’S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO ANY PRODUCT, ORDER, OR THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT ACTUALLY PAID BY BUYER TO THE COMPANY FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00). The foregoing limitations are essential elements of the bargain between the parties.
7. Indemnification
You agree to defend, indemnify, and hold harmless the Company and its officers, directors, members, employees, agents, affiliates, and suppliers from and against any and all claims, demands, suits, actions, losses, damages, liabilities, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys’ fees and litigation costs) arising out of or related to: (a) your breach of these Terms or any representation made herein; (b) your purchase, possession, storage, handling, use, misuse, or disposal of any product; (c) any administration of a product to a human or animal by you or anyone obtaining the product through you; (d) your violation of any law or the rights of any third party; or (e) your negligent or willful acts or omissions.
8. Governing Law; Venue
These Terms are governed by and construed in accordance with the laws of the State of Florida, USA, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 9, the exclusive venue for any dispute not subject to arbitration shall be the state or federal courts located in Duval County, Florida, and the parties consent to personal jurisdiction there.
9. Binding Arbitration; Class-Action Waiver
PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS.
Any dispute, claim, or controversy arising out of or relating to these Terms, the products, the website, or our relationship (a “Dispute”) shall be resolved exclusively through final and binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, before a single arbitrator, in Duval County, Florida (or by video at the arbitrator’s discretion). The arbitrator’s award shall be final and may be entered in any court of competent jurisdiction. The Federal Arbitration Act governs the interpretation and enforcement of this Section.
Class-Action Waiver. YOU AND THE COMPANY EACH WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN ANY CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. Disputes must be brought in your individual capacity only. If a court determines this class-action waiver is unenforceable, then the entirety of this Section 9 shall be null and void, but the remainder of these Terms shall remain in force.
30-Day Opt-Out. You may opt out of this arbitration agreement by sending written notice to support@primevitalitylabs.us within thirty (30) days of your first purchase, including your name, order number, and a clear statement that you wish to opt out.
10. Statute of Limitations
Any claim arising out of or related to these Terms or the products must be filed within one (1) year after the claim arose; otherwise, the claim is permanently barred.
11. Force Majeure
The Company is not liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, civil unrest, labor disputes, carrier delays, supply-chain disruptions, government action, utility or internet outages, or cyberattacks.
12. Intellectual Property
All website content, trademarks, logos, product imagery, COA layouts, and other materials are owned by or licensed to the Company and are protected by U.S. and international intellectual-property laws. Unauthorized use is strictly prohibited.
13. Acceptable Use
You will not (a) use the website in violation of law; (b) attempt to gain unauthorized access; (c) scrape, harvest, or reverse-engineer any portion of the website or its data; (d) introduce malware; or (e) impersonate any person or misrepresent your affiliation.
14. Modifications
We may modify these Terms at any time by posting the revised Terms on this page and updating the “Last updated” date. Your continued use of the website or placement of an order after such posting constitutes acceptance of the modified Terms.
15. Severability; Entire Agreement
If any provision of these Terms is held invalid or unenforceable, that provision shall be enforced to the maximum extent permissible and the remaining provisions shall remain in full force. These Terms, together with our Privacy Policy, Shipping & Returns, and Research-Use Disclaimer, constitute the entire agreement between you and the Company regarding the subject matter and supersede all prior agreements.
16. Notices
Notices to the Company must be sent in writing to:
PVL Ventures LLC
Attn: Legal Department
12545 Shirley Oaks Dr
Jacksonville, FL 32218
support@primevitalitylabs.us