About these Terms
These Terms and Conditions govern Upward Research Co.’s website, customer accounts, and purchases. “Upward,” “we,” “us,” and “our” refer to Upward Research Co., based in Ohio, United States.
You accept these Terms by affirmatively agreeing during registration, a policy update, or checkout. If you purchase for an organization, you represent that you are authorized to act for and bind that organization. “You” includes that organization where applicable. Our Customer Eligibility, Research Use and Intended Use, Shipping, Cancellation, Refunds and Returns, and Product Information and Quality policies form part of these Terms. Our Privacy Notice explains information practices; acknowledgment of that notice is not optional marketing consent.
Account registration and purchasing
Purchasers must be at least 18, reside in the United States, and have legal capacity to contract. Independent researchers and authorized representatives of legitimate research organizations may register. Complete the required research registration, verify your email, and sign the current agreements before checkout. A verified, active account with valid registration and current agreements can purchase without a separate approval step. Existing account restrictions remain effective.
Once your account is qualified through registration and its required information and agreements remain current, you may purchase and pay at checkout without submitting each order for approval. We automatically check account eligibility, permitted destination, prices, quantities, taxes, shipping, and available inventory. A material account change or a genuine security, payment, safety, or legal concern may require clarification or temporarily prevent a purchase. Repeat purchases do not require another registration while your information remains current.
Provide accurate information and protect your credentials. Do not share credentials, impersonate another buyer, invent research credentials, or create accounts to evade a restriction. Organization affiliation does not authorize purchases for undisclosed third parties or resale.
Research use only
All products are offered exclusively for lawful in-vitro laboratory research. They must not be consumed, administered, or applied to a human or animal or used for clinical, therapeutic, diagnostic, veterinary, cosmetic, dietary, recreational, or other personal purposes. No product listing or support exchange authorizes a prohibited use. Our Research Use and Intended Use Agreement provides the complete restrictions.
Upward does not provide medical care, prescriptions, dosing advice, or instructions for personal administration. A purchase does not create a medical, pharmacy, or veterinary relationship.
Checkout, charges, and payment
Payment is due at checkout using an offered payment method. All amounts are in U.S. dollars. Review the products, quantities, shipping, taxes, fees, discounts, and total before proceeding to payment. You must be authorized to use the payment method. We will not substitute products or increase an agreed charge without authorization.
An eligible customer’s checkout proceeds directly to secure payment. A temporarily reserved item, payment authorization, or return from a payment page does not by itself mean payment has completed or a shipment has been dispatched. Your account shows the verified payment and order status. Unpaid reservations may expire; completed payments remain subject to the applicable payment, fraud, and legal safeguards.
We may decline, hold, or cancel a transaction for a legitimate reason, including unavailable inventory, a material pricing error, unauthorized payment activity, false information, suspected prohibited use, or a legal restriction. These safeguards do not create a separate approval step for every order. Payments collected for canceled or unfulfilled orders are handled under our Cancellation, Refunds and Returns Policy unless law requires different handling.
Agreements and electronic confirmation
Read the linked policy versions before accepting. Required boxes are not selected for you. By entering your initials and submitting an account or checkout confirmation, you intend to electronically sign the contractual agreements and certify the statements presented. Privacy acknowledgment confirms receipt of the notice, not marketing consent. The confirmation date and time are recorded automatically with the policy versions, your initials, and the relevant account or order. You may review the applicable policy and agreement history in your account or request a copy through our Contact page.
Domestic use and compliance
Products are for permitted laboratory research within the United States. Do not export, reexport, forward, divert, or arrange a transaction to bypass our destination or research-use restrictions. Do not conceal the purchaser, represented organization, research location, or intended laboratory use. Freight forwarders and reshipping arrangements are not permitted.
We may request reasonable information to resolve an eligibility, authorization, destination, or intended-use concern. We may refuse transactions prohibited by applicable sanctions or other law. Each party remains responsible for its own legal obligations.
Website and document use
Our branding, original content, images, and proprietary materials are protected by applicable intellectual-property rights. You may use product information and documents to evaluate and record a permitted purchase or research activity. Do not falsify, misleadingly modify, commercially republish, or misattribute our materials. Nothing transfers ownership of independently developed research results or inventions to Upward.
Do not interfere with security, introduce malicious software, access another person’s information without authorization, or use our services for fraud or unlawful activity.
Warranty disclaimer and experimental results
TO THE EXTENT PERMITTED BY LAW, UPWARD DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THIS DOES NOT EXCLUDE EXPRESS PRODUCT DESCRIPTIONS OR PROMISES THAT FORM PART OF YOUR PURCHASE, REMEDIES UNDER OUR CANCELLATION, REFUNDS AND RETURNS POLICY, OR RIGHTS THAT CANNOT LAWFULLY BE EXCLUDED.
We do not guarantee a particular experimental result or suitability for every research method. You are responsible for evaluating suitability for your permitted work. The website is provided on an “as available” basis; uninterrupted or error-free access is not guaranteed.
Limitation of liability
TO THE EXTENT PERMITTED BY LAW, UPWARD WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL LOSSES, INCLUDING LOST PROFITS, RESEARCH OPPORTUNITIES, OR EXPERIMENTAL OUTCOMES. LIABILITY ARISING FROM A PARTICULAR PRODUCT OR ORDER WILL NOT EXCEED THE AMOUNT PAID TO UPWARD FOR THE AFFECTED ORDER.
These limitations do not apply to fraud, willful misconduct, gross negligence, or liability that applicable law does not permit us to exclude or limit. They do not eliminate a legally required refund, replacement, or other remedy.
Responsibility for prohibited conduct
To the extent permitted by law, you agree to reimburse Upward and its personnel for third-party claims and reasonable legal expenses to the extent caused by your unlawful use, prohibited administration, unauthorized resale or diversion, deliberate misrepresentation, or material breach of the Research Use and Intended Use Agreement. This does not cover losses caused by Upward’s own negligence, misconduct, or breach or transfer obligations that law places on Upward.
Account restrictions
We may temporarily restrict an account or transaction while investigating a material concern and may refuse future purchases for substantiated serious or repeated violations. Where appropriate and lawful, we will explain the concern or request clarification. Restrictions do not automatically forfeit money you are entitled to recover or eliminate privacy or payment-dispute rights.
Changes and interruptions
Policy changes apply prospectively. Material changes require additional notice or renewed acceptance where required. Changes do not retroactively remove rights associated with a completed purchase. Events beyond reasonable control may affect services, but do not excuse legally required notices, cancellation options, or refunds.
Ohio law and disputes
These Terms and transactions with Upward are governed by Ohio law, without applying conflict-of-law rules selecting another state’s law, except where applicable federal or nonwaivable law requires otherwise. Unless mandatory law provides otherwise, disputes will be brought in an Ohio state or federal court having jurisdiction and proper venue. You and Upward consent to personal jurisdiction there to the extent permitted by law. This does not create federal subject-matter jurisdiction, require arbitration, or waive nonwaivable rights.
General provisions and contact
If a provision is unenforceable, the remainder remains effective to the extent permitted by law. Failure to enforce a provision once is not a future waiver. A specific policy controls its subject matter when it provides more detail; mandatory legal rights prevail. Use the contact details on our Contact page for questions or notices. The policy version and publication date displayed identify this version.