GSL Policies

Last Updated: 28 July 2011

Terms and Conditions

HudsonAlpha Institute's Genomic Services Lab ("GSL") agrees to perform and Customer agrees to pay for the services listed on this quotation subject to the following terms and conditions. This order shall be deemed accepted upon the Customer's submission of a work request. GSL rejects any additional or different terms contained in Customer's response, communications, or other documentation (including purchase orders).

Sample Handling

1. All samples submitted to the GSL will be assessed for quality. In the event Customer chooses to proceed with a sample that fails QC, the GSL cannot be responsible for the quality of the data produced and all experiment costs will be due and payable
2. Any samples that fail QC and must be replaced should be treated as brand new samples, with a new order placed through the website and new sample IDs
3. The GSL will not pool samples for any reason. If a sample shows insufficient quantity for the intended assay, a new aliquot of sufficient volume and concentration should be provided. Any unused samples will be returned to the Customer upon request. Shipping and handling fees will apply.
4. Any sample that does not meet submission requirements (for instance, shipped in unlabeled tubes or too dilute) will be assessed an additional sample handling fee
5. Sequencing performance of non-GSL created libraries cannot be guaranteed. Customers are responsible for all sequencing costs associated with submitted libraries. Sequencing services for libraries not prepared by the GSL must be pre-paid

Data Handling

1. DNA sequencing costs include alignment with BWA to a standard genome (such as human, mouse, or rat). If the sample is not one of the standard organisms, alignment will be done for an extra fee (provided a reference genome exists)
2. Data will be provided in the form of BAM files. In particular, FASTQ files will not be provided due to the size of the data and redundancy with BAMs. Customers wishing to perform their own alignment can easily extract the reads with one of several programs, including bam2fastq
3. All data on our webserver is subject to deletion after a period of two months. Every attempt will be made to warn Customers before data in their projects is deleted. Raw data is backed up and retained (offline), but alignments are not. If raw data must be extracted and re-analyzed, additional fees will apply
4. Data will be distributed either through the web site or via external hard drives. Hard drives can either be purchased from the GSL or shipped to us by the Customer. Data will be copied to one location (hard drive or web server) as part of the service cost. Additional copies will be subject to additional fees

Payment

1. HudsonAlpha Institutes's payment terms are 45 days net. Invoices not paid in this time will be assessed an administrative fee of 2% per month, together with all costs and expenses (including without limitation reasonable attorneys' fees and disbursements and court costs) incurred by GSL in collecting such overdue amounts.
2. GSL requires payment arrangements for services before releasing data. Payment arrangements can include payment by check, credit card, or approved purchase order. Payments by credit card will be subject to a 3% processing fee, as assessed by our credit card processor. Payment by check shall be made payable to HudsonAlpha Institute for Biotechnology, Inc., and forwarded with a copy of the invoice to:

   Accounts Payable
   HudsonAlpha Institute for Biotechnology, Inc.
   601 Genome Way
   Huntsville, AL 35806
   

3. Institutions outside the United States must pre-pay requested services
4. Sequencing services for libraries not prepared by the GSL must be pre-paid
5. All services are billed as cost-recovery to cover reagents, technical time, and GSL resources regardless of collaborative agreement

Patents and Inventions

1. It is recognized and understood that certain existing inventions and technologies may be the separate property of one party or the other, and that no existing intellectual property right of either party shall be affected by this Agreement.
2. Except as expressly provided herein, nothing in this Agreement shall be construed as granting or implying any rights to either party pertaining to background intellectual property rights of the other party, under any patents or intellectual property rights associated therewith.
3. Following the settlement of all invoices, all data and materials, including all raw data and compilations of scientific and technical data produced or prepared by the GSL in the performance of the Services under this Agreement, shall be the exclusive property of the Customer and shall be deemed to be works made for hire. Any work resulting from unpaid services and all associated intellectual property shall remain the exclusive property of HudsonAlpha Institute. This provision shall survive any termination or expiration of this Agreement.
4. Any patent rights or any other rights to intellectual properties arising from research funded by the National Institute of Health or other federal agency shall be subject to the laws and regulations governing federally funded research.
5. The terms of the "Patents and Inventions" section shall survive any termination or expiration of this Agreement.

Confidentiality

1. The parties each agree to maintain in confidence and not disclose to third parties any confidential information that is disclosed to one by the other party. This includes pricing information and all communications
2. The terms of this "Confidentiality" section shall survive any termination or expiration of this Agreement.

Warranty

1. GSL agrees to conduct analysis and/or perform the services set forth in this document in accordance with appropriate scientific and professional standards and the terms of this Agreement.
2. It is recognized and understood that all services provided by GSL constitute research activity to explore an intellectual question or validate a scientific hypothesis of mutual academic interest AND/OR technologically advanced or unique products and/or services.
3. HUDSONALPHA INSTITUTE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AND DISCLAIMS ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABITY AND FITNESS FOR A PARTICULAR PURPOSE.

Remedies

1. In no event shall GSL be liable for incidental, indirect, consequential, special or exemplary damages or penalties (including without limitation, damages resulting from interruption or loss of business, interruption or loss of use, loss of profits or other economic loss) arising out of the Agreement, even if GSL had or should have known of the possibility of such damages. Such exclusion of damages shall apply whether a claim is based on breach of contract, breach of warranty, tort (including negligence), product liability, strict liability or otherwise, and notwithstanding any failure of essential purpose of any limited remedy herein.

Force Majeure

1. Neither party shall be liable for any failure or delay in performance under this Agreement (other than for delay in the payment of money due and payable hereunder) to the extent said failures or delays are proximately caused by causes beyond that party's reasonable control and occurring without its fault or negligence, including, without limitation, failure of suppliers, subcontractors, and carriers, or party to substantially meet its performance obligations under this Agreement, provided that, as a condition to the claim of nonliability, the party experiencing the difficulty shall give the other prompt written notice, with full details following the occurrence of the cause relied upon. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.

General

1. This document constitutes the complete and exclusive agreement between GSL and the Customer concerning these services and no addition to or modification of any provision of this Agreement shall be binding on GSL unless made in writing and signed by a duly authorized representative of GSL.
2. The GSL does not demand authorship as a prerequisite for processing samples, though we do feel that acknowledgement would be appropriate. If, however, a staff member of the GSL provides intellectual input to a project, he or she should be listed in the author line. This contribution may be in the form of data analysis, application of a protocol in a new or unique way, or writing a section of the manuscript