TERMS AND CONDITIONS - LABORATORY TESTING

 1. GENERAL

This Agreement shall be binding upon the Client and upon their heirs, administrators, representatives, executors, successors, and assigns, and shall inure to the benefit of Capital Testing and Certification Services (“Capital Testing”), its officers, directors, shareholders, agents, employees, and attorneys, and each of them, and their successors and assigns.

This Agreement shall in all respects be interpreted, enforced and governed under the laws of the Commonwealth of Virginia. The language of all parts of this Agreement shall in all cases be constructed as a whole, according to its fair meaning, and not strictly for or against any of the parties. Any action for enforcement and or interpretation of this agreement shall take place in courts within the Commonwealth of Virginia.

Should any provisions of this Agreement be declared or determined to be null, void, inoperative, illegal, or invalid, for any reason, the validity of the remaining parts, terms, or provisions shall not be affected thereby and they shall retain their full force and effect, and said null, void, inoperative, illegal, or invalid part, term or provision shall be deemed not to be a part of this Agreement.

This Agreement sets forth the entire agreement between the parties and fully supersedes any and all prior negotiation, agreements or understandings between the parties pertaining to the subject matter hereof. This Agreement may not be modified or amended except by written agreement signed by the parties.

2. PRICING, PAYMENT, AND FEES

This quote is valid for 60 days from the date of issue. This quote is for evaluation only and does not include the terms and conditions for certification. The quoted fee does not include applicable taxes. The quoted fee and any applicable discounts are based on all tests being conducted as part of the same testing program. If additional reports are required under the same name or the name of additional companies for private label purposes or other purposes, please provide a written outline of your needs and contact Capital Testing to discuss additional authorizations and costs. Capital Testing reserves the right to revise and reissue this quote due to unforeseen contingencies and/or complications.

Testing/service will be scheduled upon Capital Testing’s receipt of full payment in advance. Alternatively, upon approval of credit terms, a purchase order (PO) or equivalent signed documentation may be submitted.

Payment is due within 30 days of invoice. Applicable expenses, including all shipping and handling fees, and any environmental disposal costs, are billed in addition to stated fees. Additional tests, evaluations, or inspections that may be required due to findings of noncompliance are not included in the stated fees and are billed separately. The services in this test proposal may be discontinued at any time by either party; however, fees for time spent by Capital Testing may still be invoiced and shall be payable by the Client. Test samples will be retained by Capital Testing for 7 days after testing has concluded, prior to disposal, unless a shorter period is agreed to by the Client. Longer storage periods may incur an additional storage fee. 

The Client recognizes the rights of Capital Testing to take such steps as its Board of Directors determine is necessary for the handling and collection of any accounts that become past due. The Client agrees to pay any and all costs of collection due to its failure to meet its obligation hereunder. If collection efforts by Capital Testing are necessary to recover moneys owed by the client to Capital Testing the client shall also pay all costs, court costs, and attorney’s fees for such debt collection efforts put forth by Capital Testing.

3. CONFIDENTIALITY

All Capital Testing files are considered proprietary and any information therein will not be released to anyone other than the Client without the prior written consent of the Client or pursuant to a subpoena issued by a court or other agency having legal jurisdiction.

4. SUBCONTRACTING

Capital Testing’s accreditation requires the disclosure of all tests that will be subcontracted to another laboratory. Subcontracted tests will be clearly identified in the quote.  In the event of cancelation or termination of subcontracted services, the client will be responsible for payment of all fees charged by the subcontracted laboratory.

5. SUSPENSION OR TERMINATION OF SERVICES

Capital Testing reserves the right to refuse to test products/materials or terminate any test at any point in which the safety of the lab, equipment or personnel are at risk. 

6. LIABILITY

The maximum aggregate liability of Capital Testing in any way arising out of services provided in connection with this agreement, in contract or in tort, including negligence, strict liability, or on any other basis shall not exceed the fees paid to Capital Testing under this agreement.

Reports are issued on the basis of information, documents and/or samples provided by, or on behalf of, the Client and solely for the benefit of the Client who is responsible for acting as it sees fit on the basis of such reports. Neither Capital Testing nor any of its officers, employees, agents or subcontractors shall be liable to the Client nor any third party for any actions taken or not taken on the basis of such reports nor for any incorrect results arising from unclear, erroneous, incomplete, misleading or false information provided to Capital Testing. 

It must be understood that no guarantee or warranty is expressed or implied, nor responsibility assumed.

7. LITIGATION

If the testing program is being conducted for litigation or dispute resolution, please advise in writing as additional services and considerations may need to be addressed.