Terms & Conditions | Covance

1.食品和膳食补充剂测试。
Covance服务是食品和膳食补充剂相关的测试或咨询服务。如果买方需要测试药物目的的材料，它必须以书面形式通知Covance并同意适用的单独测试标准。除了用于制药目的的材料的单独测试标准之外，本文的所有其他术语和条件应适用于Covance提供的服务。分析结果仅代表提交给Covance的实际样本。

2. Price; Payment.
除非在买方和认可之间另行相同，否则价格可能会有所改变。价格不包括任何当地，州，联邦或外国销售或使用税，消费税，商品和服务税，减值税，特定的国家商业或专业服务税或国际服务或外国实体提供服务，消费的外国实体税收或运费。买方应假设并仅对任何此类税收负责。对Covance收入的税收仍然是Covance的责任。发票在收到后30天内全额支付。延迟付款可能会受到利息费。对于咨询服务，在咨询开始日期之前将在估计咨询费和费用中的50％。待售咨询活动完成，剩余的咨询费用将每月发票。如果在咨询开始日期的五天内未收到五十次付款，则保留停止或终止咨询服务的权利。

3. Conditions of Sale.
Buyer, for purposes of all transactions, shall be the party who pays Covance for its services even if Covance supplies a third party, at the request of Buyer, with study reports or other information. All sales are made expressly conditioned upon Buyer's acceptance of these Terms and Conditions. Any terms and conditions (including any on a Buyer form, including a purchase order) which are different than, inconsistent with or supplemental to these Terms and Conditions are rejected unless otherwise expressly agreed in writing by Covance. No modification of these Terms and Conditions shall be binding or enforceable unless expressly agreed in writing by Covance. Covance and Buyer are the sole parties in interest in connection with the services performed by Covance hereunder and nothing herein shall give rise to or be construed as creating any direct or beneficial right in or on behalf of any third party.

4. Study Terms.
Any data analyses and reports will be prepared in Covance’s standard format and in accordance with Covance’s Standard Operating Procedures, unless otherwise agreed in writing. Covance must be notified in writing before the commencement of any work if Buyer has any specific documentation requirements relating to the testing. Covance shall use commercially reasonable efforts in accordance with industry standards to provide facilities, supplies and staff necessary to perform a study as agreed by Covance. The foregoing is Covance’s sole warranty and Covance disclaims any other express or implied warranties, including that study results or report formats will meet the approval of regulatory agencies. Covance is not responsible to repeat testing that does not meet regulatory approval.

买方将提供具有足够数量的所有材料的景气，以及告知客户对材料的适当储存要求所必需的所有数据。如果买方无法通过在商定的研究开始日期前两周内开始或执行学习所需的测试材料或信息，则可以重新分配资源，并不会根据先前商定的研究开始执行资源或完成日期。

Buyer shall designate a representative who will have responsibility for all matters relating to performance of a study on its behalf.

5.报告条款。
“小于”一词或使用符号(<)signify the lower limit of quantization of the procedure under the conditions employed. The use of the term "Less Than" of (<) does not imply that traces of analyte were present.

术语“没有检测到”用于报告测定结果，其中对于该方法已经建立了检测限额但是由行业或联邦法律或者当该方法没有定义检测限制时尚未确定的残留水平。

Certificates of Analysis Covance issues for testing conducted for or on behalf of Buyer will report only those compounds requested by or for the Buyer to be tested. Covance's standard testing process may determine the presence of additional (i.e. un-requested) compounds; however, the Certificate of Analysis will not include results regarding such un-requested compounds. Upon receipt of any Certificate of Analysis, Buyer may contact Covance if it wants a complete listing of all compounds determined during testing.

6.样品。
Samples submitted to Covance for routine analysis will be retained for a minimum of thirty (30) days after the report of analysis is issued. Extended storage requirements must be brought to the attention of Covance prior to or at the time of sample submission. Covance, at its discretion, may charge for such extended storage.

7.摘要。
Analytical Method Summaries will be supplied to Buyer upon request. Detailed copies of in-house laboratory procedures may be reviewed by Buyer or its agent during a site visit, but may not be copied without the consent of Covance.

8.法规。
由Covance进行用于非药物目的的材料进行分析符合适用的食品，膳食补充剂和婴儿配方法规。任何分析买家都需要用于制药目的的材料，应当有待定的监管标准，由Covance和买方达成一致。除非客户特别合同，否则Covance并不意味着其方法已在客户的特定矩阵中验证。

9.数据和报告维护。
Data and Certificates of Analyses for non-pharmaceutical material analysis will be maintained by Covance for a minimum of five (5) years. Data and reports for pharmaceutical-use materials must be agreed by Covance and Buyer regarding maintenance either in Covance's archives or transferred to Buyer to be retained for compliance with the regulations.

10. Confidentiality; Litigation Support.
Reports are submitted to Buyer on a confidential basis. No reference to the work, the results, or Covance, in any form of advertising, news release, or other public announcements may be made without prior written consent of Covance. Buyer representatives granted access to Covance’s facilities for a laboratory visit may have access to Covance confidential and proprietary information, including, but not limited to Covance’s sales, costs, customers, employees, products, services, apparatus, equipment, processes, formulae and marketing information or the organization, business or finances of Covance.All such Covance confidential and proprietary information obtained or observed by Buyer during such visits shall remain the sole property of Covance and Buyer agrees to keep such information confidential and shall not use or disclose it to any third party without Covance's prior written consent. If Covance is required by law to provide testimony or records regarding any testing or services provided hereunder in any legal or administrative proceeding, for any reason other than improper performance by Covance, then Buyer shall reimburse Covance for its reasonable costs, including the cost for time spent preparing and providing such information.

If Client is engaging Covance for testing services related to, or which may be used by Client for, litigation support, Client must disclose such purpose to Covance. Covance will decide, in its sole discretion, as to whether it is willing to perform such testing since it may be against the interests of other actual or prospective clients, or against Covance's commercial interests. Client represents and warrants that any testing it requests Covance to perform will not be used against other food or supplement manufacturers, sellers or their agents. Client agrees that if Covance performs such testing and is later requested by Client and elects to do so, or is required to testify relating to the services, all reasonable costs for Covance time spent preparing and testifying and expenses associated with such testifying will be paid by Client.

11.补救措施。
如果董事会（i）在履行分析证明的情况下，在任何咨询服务的情况下赋予分析证书或（ii）的分析，则Covance对买方的唯一义务应为Covance，其选择（a）重复COVANCE自身成本的分析或咨询服务，或（b）退款或贷记买方发票金额。在没有任何情况下，应对此处的任何销售相关的责任超过了发行服务所支付的合同价格。Covance的责任，无论行动的形式如何，不得超过上述责任限制。IN NO EVENT WILL BUYER BE ENTITLED TO, NOR SHALL COVANCE BE RESPONSIBLE FOR, IN CONTRACT OR IN TORT, ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL LOSSES OR DAMAGE (INCLUDING LOST PROFITS OR REVENUE) ARISING IN CONNECTION WITH COVANCE'S DEFAULT OR BREACH OF ITS PERFORMANCE OBLIGATIONS.

12. Indemnification.
Buyer shall indemnify Covance from any loss, cost, damage or expense (including reasonable attorneys’ fees) from any lawsuit, action, claim, demand or proceeding arising from or associated with, directly or indirectly, Covance’s execution and/or performance of its services hereunder.

13.不可抗力。
Either Covance or Buyer shall be excused from performance hereunder if its performance is delayed or prevented by any event beyond the reasonable control of such party (except for Buyer's liability to pay for services).

本网站仅供CovanceSamplekinect®客户（包括其授权员工或代表，“用户”）。任何其他尝试的使用都是未经授权和非法的。

Samplekinect®主要是用户查看工具。根据这些使用条款，Samplekinect®提供信息打印输出和分析证书（“COA”）。

Covance has security procedures in place for the purpose of protecting the security of data available through SampleKinect®, both technical and operational measures, including restricted access to databases, the use of 128-bit Secure Socket Layer encryption to prevent unauthorized access to system data, and the reporting of unauthorized use to the Covance system security unit. Covance uses commercially reasonable efforts to maintain security procedures at least as secure as the foregoing procedures. However, Covance does not guarantee the security of the Internet (including that 128-bit encryption cannot be broken or de-encrypted) and, thus, Covance disclaims any liability as regards the security or confidentiality of data available through SampleKinect®, except for responsibility arising from a breach of the above representations. Covance encourages the use of passwords by our users on the devices they utilize to access SampleKinect® to further protect against inadvertent disclosure of data.

访问SampleKinect®用户限制have been authorized. Users who have been authorized and granted passwords hereby agree to these Terms of Use and will not divulge such passwords or grant access to any unauthorized persons. By agreeing to these usage conditions, User agrees not to:

• 根据Samplekinect®修改，复制或创建衍生工程
• Reverse engineer, disassemble or decompile SampleKinect® in any manner
• 转售，ublicense，租赁或time-silluresamplekinect®
• Publish the results of any benchmark tests run on SampleKinect®
• 使用Samplekinect®构建竞争产品或服务，或用于复制其功能或用户界面的目的。

Users will promptly notify Covance in the event their passwords are compromised in any way. Users agree to these terms of use and to be responsible for their breach of these terms.

Conditions regarding Updated CoAsCovance根据客户向客户发送有效的COAclient representative/contact information provided to Covance with the client’s sample.用户还可以访问和打印Samplekinect®的COA。

After Covance issues an effective CoA from Covance's Laboratory Information Management System or a User obtains one from SampleKinect®, based on client later-provided information or Covance later-learned information, it may become necessary for Covance to generate an "Updated CoA". In such event,Covance will only send an Updated CoA to the client representative/contact supplied with the client's sample,而不是可以从Samplekinect®系统访问或获得COA的任何其他人。By agreeing to these Terms of Use, User acknowledges and agrees that if an Updated CoA is generated by Covance, User will not be sent an Updated CoA unless he/she is the client representative indicated on client’s sample information. User acknowledges that it is User's responsibility to ensure any impacted User of client is notified as appropriate with respect to Updated CoAs.

At Covance, we respect your privacy and are committed to protecting your personal information. We have created this Privacy Policy to let you know what information we may collect about you, why we collect this information and how we use the collected information.

We may periodically make changes to this Privacy Policy and the modified policy will be posted on our website (https://SampleKinect.covance.com）我们建议您定期重新审视本隐私政策。

Where it is required to do so, Covance is registered as a data controller under the data protection laws of each of the countries where it operates. Covance takes all reasonable care when dealing with personal information and we are committed to ensuring that the collecting and processing of data complies with the following Data Protection Principles:

个人数据必须：

• Be fairly and lawfully processed.
• Be processed for specified and lawful purposes.
• Be adequate, relevant and not excessive.
• Be accurate and where necessary kept up to date.
• Not be kept longer than necessary.
• Be processed in accordance with the data subject's rights.
• 安全。
• 不要被转移到没有adequat的国家e protection.

1. Information Collected.
By Personal Information we mean information which identifies or is capable of identifying an individual, including our clients, employees, and vendors. Personal Information may include, but is not limited to, first and last name, company information, and home or other physical address, email address, and phone number or other contact information.

You may be asked to provide Personal Information when you use our website, or otherwise work with Covance.

From time-to-time, we may request information from you via surveys. Participation in these surveys is completely voluntary, and, therefore, you have the choice of whether or not to disclose such information. Information requested may include contact information (such as name, correspondence address and telephone number), and demographic information (such as zip or postal code).

2. Means of Collecting & Processing Data.
我们可能会自动收集某些数据，并通过我们的网站或其他与Covance进行其他通信和互动提供此类信息的人提供有关您的个人信息。我们还可以从服务提供商那里接收推荐的服务提供商的个人信息，以及从第三方供应商合法地获得的客户列表。

3. Information Use.
我们使用从您收集的个人信息来开展某些业务需求，并有关我们服务运营的其他目的。有时我们可能需要与其他Covance业务和第三方分享您的个人信息。例如，这可能发生在我们自己的合法利益或第三方的目的所必需的情况下。

向上述收件人的信息披露可能涉及您所在的国家/地区以外的披露和/或欧洲经济区。董事会努力确保第三方为您的隐私提供等效的保护级别。

除本隐私政策中规定，我们不会出售或租赁您的个人信息。

4. Keeping information up to date.
We will only retain information about you which is necessary for purposes as described above and will take all reasonable steps to ensure that it is kept up to date and accurate. From time to time we may ask you to review and update the information in accordance with this policy. We will only hold this information for as long as it is appropriate to your relationship with Covance, or as long as it is necessary to comply with any legal obligation.

5. Access.
You may contact us at Covance Inc., 210 Carnegie Center, Princeton, New Jersey 08540, United States of America, c/o General Counsel if you: 1) want to confirm the accuracy of the Personal Information we have collected about you; 2) would like to update your Personal Information or delete your Personal Information; and/or 3) have any complaint regarding our use of your Personal Information. If requested, we will change any information you have provided to us or mark any information to prohibit future use, provided that you provide evidence as we may reasonably require for such changes and sufficient information to enable us to locate your Personal Information.

If having seen the information, you find that it is inaccurate you can notify Covance who will make the necessary amendments and confirm to you that these have been made.

If in the event that you withdraw your consent for your Personal Information to be processed, no further data that includes your Personal Information will be collected or processed by Covance.

6.安全。
Covance holds data securely in a form that does not directly contain Personal Information, and in addition Covance invests in the following forms of security:

• 根据员工隐私和机密性政策处理数据时，可以访问这些信息的员工/工人都知道其义务;
• hard copies of the data are kept in a secure filing area with restricted access;
• a multi-tiered approach to computer security which works on the following levels:
• 多个供应商的防火墙和入侵保护解决方案;
• a managed approach to network access;
• a structured approach to permission to network;
• 定期测试以确保网络的完整性和安全性;
• printed material is disposed of securely, for example, by shredding; and
• information is only kept for limited and legitimate purposes and only until such time as it is no longer relevant to the business.

7. Cookies.
Cookie是当您访问录制首选项的某些在线页面时存储在计算机或设备上的小文本文件。我们使用cookie跟踪Samplekinect®网站的使用。我们还可以使用cookie监控网站的流量，改善我们的服务，并使您的服务更容易和/或更相关。您可以接受或拒绝Cookie。大多数在线浏览器都会自动接受cookie，但如果您愿意您通常可以修改浏览器设置以拒绝cookie。

8.国际转移。
Covance收集的个人信息可以在我们或我们的关联公司，供应商，子公司或代理维护设施的任何国家/地区存储和处理，以及使用Samplekinect®网站或以其他方式与我们一起参与业务，您同意任何信息转移在您所在的国家/地区（包括可能未被评估为具有足够隐私法的国家）。尽管如此，我们采取措施确保我们的关联公司，代理商，子公司和供应商遵守我们的隐私标准，无论其位置如何。

9.合并。
If we should ever file for bankruptcy or be acquired by a third party, merge with a third party, sell all or part of our assets, or otherwise transfer substantially all of our relevant assets to a third party, we are entitled to share the Personal Information and all other information you have provided to us through to potential and subsequent business and merger partners.

Covance买方责任的损失,损坏,德尔ay or non-delivery/non-collection of any samples dispatched by Covance to Buyer or to any third party in connection with the Services requested by Buyer is strictly limited to such sums as are recoverable from the carriers under any applicable national/international conventions, rules or agreements.