CellShift

Terms & Conditions

These Terms & Conditions (the “Terms”) govern your access to and use of the website, products, and services provided by CellShift, LLC (“CellShift,” “we,” “us,” or “our”), a company organized under the laws of the State of Wyoming, United States. By accessing our website or purchasing any products from CellShift, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our website or purchase our products.

1. Research Use Only

All products offered by CellShift are intended strictly for laboratory, academic, and institutional research purposes only. Our products are not intended for use in humans or animals, including but not limited to any form of consumption, injection, ingestion, implantation, topical application, or other administration.

Under no circumstances may our products be used as drugs, medical devices, diagnostic tools, dietary supplements, cosmetics, food additives, or for any other therapeutic, clinical, or veterinary purpose.

By placing an order with CellShift, you expressly acknowledge and agree that all products are supplied solely for research use and not for any human or animal therapeutic use or application.

2. Eligible Customers and Qualifications

CellShift sells products only to qualified professionals and entities. By purchasing from us, you represent and warrant that you are:

  • A trained and qualified researcher, scientist, or laboratory professional; or
  • An employee, agent, or authorized representative of a university, college, research institution, laboratory, or similar organization engaged in legitimate research activities; and
  • Purchasing the products solely for lawful research purposes consistent with all applicable laws, regulations, and institutional policies.

CellShift reserves the right, in its sole discretion, to request documentation of your qualifications or institutional affiliation, to refuse or cancel any order, and to restrict access to our products to ensure compliance with these eligibility requirements.

3. Age Requirement

You must be at least eighteen (18) years of age to create an account, access our website in connection with purchasing products, or place an order with CellShift. By using our website and purchasing products, you represent and warrant that you are 18 years of age or older and legally capable of entering into binding contracts.

4. Account Registration and Security

To purchase products from CellShift, you must create and maintain a registered user account. Guest checkout and anonymous purchasing are not permitted. When you register, you agree to provide accurate, current, and complete information and to update such information as necessary to keep it accurate and complete.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify CellShift immediately of any unauthorized use of your account or any other breach of security. CellShift is not liable for any loss or damage arising from your failure to protect your account credentials.

5. No Medical or Therapeutic Claims

CellShift does not make, and expressly disclaims, any statements or representations that our products have any health, medical, diagnostic, preventive, curative, or other therapeutic properties or benefits. Our products are not reviewed, approved, or evaluated by the U.S. Food and Drug Administration (FDA) or any other regulatory authority for medical, clinical, or therapeutic use.

Nothing on our website or in any communication from CellShift should be interpreted as advice, guidance, or recommendation regarding the use of any product in or on humans or animals. You are solely responsible for determining the suitability of any product for your intended research application, in compliance with all applicable laws and regulations.

6. Ordering, Pricing, and Acceptance

All orders are offers to purchase products under these Terms and are subject to acceptance by CellShift. We may, in our sole discretion, accept or reject any order, limit quantities, or cancel orders, including after initial acceptance, where we determine that the order does not comply with these Terms or applicable law, or in the event of errors in pricing or product information.

Prices, product availability, and other information are subject to change without notice. Any typographical, clerical, or other error or omission in any quotation, invoice, or other document or information issued by CellShift shall be subject to correction without liability.

7. Shipping, Risk of Loss, and Compliance

Products will be shipped to the address you provide at checkout. Risk of loss and title to products pass to you upon our transfer of the products to the carrier. You are responsible for complying with all applicable laws and regulations regarding the receipt, storage, handling, and use of the products in your jurisdiction.

You agree to handle, store, and dispose of all products in accordance with good laboratory practices, institutional policies, safety data sheets (where applicable), and all applicable local, state, federal, and international regulations.

8. Returns, Refunds, and All Sales Final

Due to the nature of research products, all sales are final. CellShift does not accept returns or provide refunds except where required by applicable law or where we determine, in our sole discretion, that a product is defective due to an error attributable to CellShift.

If you believe you have received an incorrect or defective product, you must contact us in writing within a reasonable time from receipt of the product, providing order details and supporting information. Our liability, if any, will be limited to, at our option, replacement of the product or issuance of a credit or refund for the purchase price of the affected product, subject to these Terms.

9. Customer Responsibilities and Indemnification

You are solely responsible for the proper selection, handling, storage, use, and disposal of all products purchased from CellShift and for ensuring that your use of the products complies with all applicable laws, regulations, and institutional policies, including but not limited to those relating to safety, environmental protection, and research ethics.

You agree to indemnify, defend, and hold harmless CellShift, its owners, officers, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your purchase, handling, storage, use, or disposal of the products; (b) any use of the products in or on humans or animals; or (c) your breach of these Terms or violation of any applicable law or regulation.

10. Disclaimers and Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL PRODUCTS AND SERVICES PROVIDED BY CELLSHIFT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE.

WITHOUT LIMITING THE FOREGOING, CELLSHIFT DOES NOT WARRANT THAT THE PRODUCTS WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY PARTICULAR RESEARCH RESULT, OR BE FREE FROM DEFECTS. YOUR USE OF THE PRODUCTS IS AT YOUR SOLE RISK.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CELLSHIFT OR ITS OWNERS, OFFICERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE OR PRODUCTS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF CELLSHIFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL CELLSHIFT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO ANY PRODUCT OR THESE TERMS EXCEED THE AMOUNT ACTUALLY PAID BY YOU TO CELLSHIFT FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM.

11. Intellectual Property

All content on the CellShift website, including but not limited to text, graphics, logos, images, and software, is the property of CellShift or its licensors and is protected by applicable intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content without our prior written permission, except as necessary for normal use of the website in accordance with these Terms.

12. Governing Law and Jurisdiction

These Terms, and any dispute or claim arising out of or relating to them, the website, or any products purchased from CellShift, shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without giving effect to any choice or conflict of law provision or rule.

You agree that the state and federal courts located in the State of Wyoming shall have exclusive jurisdiction over any legal action or proceeding arising out of or relating to these Terms or your use of the products, and you hereby consent to the personal jurisdiction and venue of such courts.

13. Changes to These Terms

CellShift may update or modify these Terms from time to time in its sole discretion. When we do so, we will post the revised Terms on our website with an updated effective date. Your continued use of the website or purchase of products after the posting of any revised Terms constitutes your acceptance of the updated Terms. If you do not agree to the revised Terms, you must stop using the website and must not purchase additional products.

14. Entire Agreement and Miscellaneous

These Terms, together with any additional policies or terms referenced herein or posted on our website (including any applicable privacy policy), constitute the entire agreement between you and CellShift with respect to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written.

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect. No waiver by CellShift of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition.

15. Acknowledgment of Research-Only Use

By creating an account, placing an order, or purchasing any product from CellShift, you expressly acknowledge, represent, and agree that: (a) you understand and accept that all products are intended solely for laboratory, academic, and institutional research use; (b) you will not use, or permit others to use, any product for human or animal consumption, injection, ingestion, or any other form of administration or application; and (c) you will not use, or permit others to use, any product for human or animal therapeutic, clinical, or diagnostic purposes.

If you do not agree with or cannot comply with any of the foregoing, you must not purchase or use any products from CellShift.