Terms of service
Terms of service
These terms govern quotations issued by Wetware World and orders placed against them. They are written for a brokerage, because that is what we are, and the most important sentence in the document is that we did not make the goods.
Read this first
These are the current operating policies of an early-stage company, written in plain language by the people who run it. They have not been reviewed by external counsel, and they are not a substitute for an agreement negotiated with your institution. If your purchasing office, technology transfer office, or legal team needs different terms, a master agreement, a data processing addendum, or a signed non-disclosure agreement, ask us before you order. We would rather negotiate than discover a mismatch after a shipment has left.
1What Wetware World is
Wetware World is a sourcing intermediary. We take a specification from a buyer, circulate it to laboratories and manufacturers we believe are capable of meeting it, normalise the responses onto a comparable basis, and quote you a delivered price.
We do not manufacture. Unless a catalogue listing or a quotation line carries the provenance label Made by Wetware World, the goods were made by a third party. As of 2026-09-01 nothing carries that label, because we have not manufactured anything. If that changes, the label appears on the specific listing and this clause stops being universally true — check the listing, not this page.
The consequence is practical rather than legalistic. We can tell you what a supplier committed to, we can hold them to it, and we can pursue them when they miss. We cannot tell you things about the manufacturing process that the manufacturer has not told us, and we will say so rather than guess.
| Label | Who made it, and whose specification governs |
|---|---|
| In stock | A supplier's catalogue item, held and shippable. The supplier's published specification governs. |
| Partner manufactured | Made by a partner laboratory to their specification. Their specification governs. We arrange supply and quality documentation. |
| Custom RFQ | No catalogue equivalent. The agreed written specification on the quotation governs, and it is drafted jointly before work starts. |
| Made by Wetware World | Manufactured in-house, and our specification governs. Nothing carries this label today. |
2Who contracts with whom
Unless a quotation says otherwise in writing, you contract with Wetware World and Wetware World contracts separately with the supplier. You do not contract with the supplier, you do not pay the supplier, and you are not expected to chase the supplier. We are your counterparty and we carry that obligation.
There are two exceptions, and both are disclosed on the quotation before you order rather than discovered afterwards.
- Direct-supply orders. Some suppliers will only sell to the end user named on the order — commonly where a material transfer agreement, an institutional licence, or a controlled cell line is involved. In that case we introduce you, the supply contract is between you and them, and our fee is for the sourcing work. The quotation states this on its face.
- Pass-through instruments. Material transfer agreements, end-user certificates, and licence terms attached to specific cell lines are between you and the party that owns the material. We cannot sign those for you and we will not pretend to.
Where we are your counterparty, a failed batch is our problem to resolve with the supplier. See clause 7 for what resolution actually looks like, stated honestly.
3Whose specification governs the goods
The goods are what the governing specification says they are, and nothing more. The governing specification is, in order of precedence:
- the specification annexed to or referenced by the written quotation you accepted;
- where none is annexed, the supplier's published product specification or datasheet as at the date of the quotation;
- where neither exists, the description on the quotation line itself.
Marketing copy on this site is not a specification. Catalogue pages summarise, and the summary is written to be accurate, but a summary cannot bind a supplier to a number it never quoted. Where a catalogue page shows a price it is either a real transactable price, or an estimated range carrying the word estimated with a source and a date. Neither is a quotation.
Typical values are not guaranteed values. Where a specification says a parameter is typical, lot-specific, or measured on a reference lot, it is telling you that your lot may differ and that the parameter is not an acceptance criterion. If a number matters enough that you would reject a batch over it, say so at quotation stage and we will get it written into the specification as a guaranteed value with a test method attached — or tell you that no supplier will commit to it, which is itself a useful answer.
Biological material varies between lots in ways that engineered parts do not. A tolerance on a machined feature is a property of the process. A viability figure on a cryovial is a property of that vial, that operator, that day, and the thaw you perform on arrival. Specify the method alongside the number, or the number means very little.
4Quotations, and when a price becomes binding
No price is binding on us until we issue it in a written quotation. That means a quotation document sent from a Wetware World address, carrying a reference number, a line-by-line scope, a validity date, and a stated currency. It does not mean a figure in a conversation, a range on a catalogue page, an estimate in an email exploring options, or a number a supplier mentioned to us that we passed on for context.
A written quotation states, at minimum:
- what is included and what is excluded — freight, cold-chain consumables, duties, import fees, permit costs, material transfer or licence fees, and taxes are itemised or explicitly named as excluded;
- the provenance label for each line;
- the governing specification for each line;
- the lead time and whether it runs from order or from receipt of your input material;
- a validity date, after which the quotation lapses and we requote.
Quotations lapse. Living material pricing moves with donor availability, media costs, courier surcharges and supplier capacity, so validity windows are usually short. A lapsed quotation is not a price we have withdrawn in bad faith; it is a price we can no longer stand behind.
Where we can bracket a cost but not commit to it, we send an indicative range labelled as such, with the basis stated. An indicative range is a planning instrument. It is not an offer, it does not bind us, and it cannot be accepted into a contract.
We will not generate an automated price for something we have not sourced. If a page on this site ever shows you an instant number for a custom biological component, that is a defect and we would like to hear about it.
5Placing an order
An order is formed when you accept a valid written quotation — by purchase order, by written acceptance, or by any other means we agree in writing — and we acknowledge it. Our acknowledgement is the point at which the contract exists.
If your purchase order carries your institution's standard terms on the back, those terms do not automatically displace these ones, and these ones do not automatically displace yours. What actually happens is that we read yours, tell you which clauses we cannot meet as a brokerage without a factory, and agree the difference in writing before work starts. Institutional purchasing terms are usually drafted for a manufacturer and often contain warranties no intermediary can honestly give. Raising that early is faster for both of us than discovering it at invoice.
Orders involving human-derived material, controlled cell lines, live shipments, or export to a jurisdiction we have not previously shipped to may be subject to additional checks before acknowledgement. See export control, import permits and biosecurity.
6Delivery, title and risk
Unless the quotation states a different Incoterm or delivery basis, the following applies.
- Risk passes to you on delivery to the address on the order, or to your nominated carrier where you arrange collection. Once material is at your dock, in your receiving room, or in your freezer, the risk of loss or deterioration is yours.
- Title passes on the later of delivery and payment in full. Where a supplier's material transfer agreement or licence imposes conditions on title, use, or onward transfer, those conditions travel with the material and are stated on the quotation.
- Delivery dates are estimates unless the quotation calls them a committed date. Living material moves on couriers and production schedules we do not own. We tell you the courier window at quotation and we tell you promptly when it slips.
Cold-chain material is a special case and is treated in detail in shipping, cold chain and handling, including what happens on a failed or delayed delivery and the inspection you must perform on arrival. Those obligations are short and time-limited, and missing them will cost you a claim.
7Inspection, rejection and remedy
You must inspect on arrival and tell us about a problem within the window stated on the quotation. For cold-chain and live material the window is short — typically within twenty-four hours of delivery, and before the material is used, thawed beyond a viability check, or discarded. Photograph the packaging, the temperature indicator, and the material. A claim without evidence taken on arrival is very difficult to run against a supplier or a courier.
Where goods do not meet the governing specification, our remedy to you is, at our option and after discussion with you: replacement, re-performance of the service, or a refund of the amount paid for the affected line. Where the failure is the courier's, we pursue the courier. Where it is the supplier's, we pursue the supplier. Either way, the conversation you have is with us.
What we will not do is pretend a batch met a specification it did not. Nor will we quietly substitute a different lot, a different passage number, or a different supplier without telling you.
Honest limit: we cannot compensate you for the experiment, the animal cohort, the instrument time, or the grant milestone that a failed batch cost you. No supplier in this market can, and any intermediary who says otherwise has not read their own supplier contracts. See clause 12.
8Cancellation and changes
Cancellation rights depend on how far into production the order is, because living material cannot be unmade or put back on a shelf.
| Stage | What you can cancel, and what it costs |
|---|---|
| Before we place the supplier order | Cancel in full at no charge. |
| After supplier order, before production starts | Cancel subject to any supplier cancellation charge, which we pass through at cost and evidence to you. |
| Once a culture, differentiation or expansion has started | Generally not cancellable. A live culture consumes labour, media and incubator capacity from the day it starts, and none of it is recoverable. Expect to pay for work performed and materials committed. |
| Once shipped | Not cancellable. Cold-chain material cannot be returned to stock once it has left controlled conditions. |
| Custom devices, after tooling or mastering | Tooling, mould and master costs are payable regardless of whether parts are produced. |
Changes to a specification after order are treated as a change request. We price them and you approve before they take effect. A change that alters the biology — a different donor, a different passage limit, a different differentiation endpoint — usually means a new lead time, and we will say so rather than absorb it silently and miss a date.
We may cancel an order if a supplier fails, if a required permit is refused, or if we form the view that supplying would be unlawful or unsafe. In that case you get a full refund of anything paid for the cancelled scope, and an explanation.
9Use restrictions and your obligations
Everything we broker is supplied for research use only. This is a condition of supply, not a disclaimer, and it is set out in full at research use only and no medical, clinical or diagnostic use. Both documents are incorporated into these terms by reference.
By ordering you confirm that:
- you are ordering for laboratory research performed by qualified personnel in a facility appropriate to the material;
- the material will not be administered to humans or used in clinical diagnosis, treatment, or any therapeutic application;
- you hold, or will hold before the material arrives, whatever institutional approvals apply to your work — biosafety committee, animal care committee, ethics or institutional review board, and any national equivalent;
- you have determined the biosafety level at which the material will be handled, and your facility can meet it;
- you can lawfully receive the material in your jurisdiction, including any import permit.
Those determinations are yours because you are the only party who can make them. We do not see your facility, your protocol, or your approvals, and a supplier cannot infer a containment level from a purchase order.
10Intellectual property and material rights
You keep everything you send us. Your specification, your protocol, your drawings, and your data remain yours, and what we may do with them is set out in confidentiality and your specification.
Buying material does not buy the rights in it. Cell lines in particular commonly travel with a material transfer agreement, a licence, or a restriction on commercial use, onward distribution, or derivative manufacture. Where such terms attach, we disclose them on the quotation and pass them to you before you order. Where you need rights the supplier will not grant — most often the right to manufacture commercially from a derivative — that is a blocker we would rather find at quotation stage than after you have built a programme on it.
The WWD specification format is published as an open standard. Using it creates no obligation to buy anything from us, and we assert no rights over the content of a specification you write in it.
11Payment
Payment terms are stated on the quotation. Default terms for a first order are payment before shipment. Institutional purchase order terms are available on request and we will usually agree net thirty for an established account.
Prices are exclusive of taxes, duties and import charges unless the quotation says otherwise. Where a shipment attracts customs duty, brokerage fees, or permit costs in your country, those are yours to pay, and we will tell you at quotation stage where we know them to apply.
We do not hold your card details. Where deposits are required for custom work, the quotation states the amount and what it covers.
12Limits on what we are liable for
This clause is the one most likely to matter, so it is written plainly rather than in capitals.
Our aggregate liability for any order is limited to the amount you paid for the affected line of that order. We are not liable for indirect or consequential loss, and specifically not for lost experiments, lost instrument or facility time, lost animal cohorts, lost grant milestones, lost publication priority, lost profits, or the cost of repeating work.
Nothing in these terms limits liability that cannot lawfully be limited, including liability for death or personal injury caused by negligence, or for fraud.
We are not liable for consequences arising from your use of the material outside the research use restriction, from handling below the appropriate biosafety level, from absent institutional approvals, or from your failure to inspect on arrival within the stated window.
If your institution requires a higher liability cap or specific insurance, ask before you order. It is sometimes achievable, it usually depends on what the supplier behind the line will accept, and it is always better discussed before a shipment than after one.
13Governing law and disputes
The governing law and the forum for disputes are stated on the quotation. We state them per quotation rather than asserting a single jurisdiction here, because the answer depends on which entity supplies and where you are, and asserting a jurisdiction we cannot support would be worse than saying this.
Before anyone reaches for a forum, email us. Most disputes in this market are a specification ambiguity or a courier failure, and both are usually resolvable in a conversation with the evidence in front of us.
14Changes to these terms
We may update these terms. The version that governs your order is the version in force on the date of the quotation you accepted, and we will provide that version on request. Changes are not applied retroactively to orders already placed.
The effective date at the foot of this page is the only date that matters. There is no separate archive of prior versions yet, and we are not going to claim one exists.
Questions about any clause here: hello@wetwareworld.com.
doc WW-TOS-1.0 · effective 2026-09-01 · research use only · questions to hello@wetwareworld.com