Draft pending legal review
This document is a standard template prepared as a starting point. It has not been reviewed by qualified Egyptian counsel and does not yet reflect EG-LAS’s specific contractual arrangements, insurance position, or regulatory undertakings. Do not treat it as legally binding until reviewed, amended, and approved. Remove this notice on approval.
Last updated: [DATE]
Effective date: [DATE]
1. Introduction and acceptance
These Terms and Conditions (“Terms”) govern access to and use of the website located at eglas.org.eg (the “Website”) and the services provided by the Egyptian International Foundation for the Development of Laboratory Animal Science (“EG-LAS”, “we”, “us”, “our”), a foundation established under the laws of the Arab Republic of Egypt.
By accessing the Website, submitting a service request, enrolling in a training course, or entering into any engagement with EG-LAS, you (“you”, “the Client”) confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not use the Website or our services.
Where you act on behalf of an institution, company, or research group, you warrant that you are authorised to bind that entity, and “Client” shall mean that entity.
2. Definitions
- Services — any service offered by EG-LAS, including animal housing and husbandry, laboratory services, training and certification, preclinical research, consultancy, and facility access.
- URAF — the University Research Animal Facility division.
- CTC-LAS — the Certified Training Centre for Laboratory Animal Science division.
- R&D — the Preclinical Research and Development division.
- Quotation — a written price and scope proposal issued by EG-LAS in response to a service request.
- Study — a defined programme of preclinical or research work performed under an agreed protocol.
- Ethics Approval — a valid written approval from a recognised Institutional Animal Care and Use Committee (IACUC) or equivalent research ethics committee.
3. Scope of services
EG-LAS provides services across three divisions: URAF, CTC-LAS, and R&D. Descriptions published on the Website are indicative. The binding scope of any engagement is that set out in the executed Quotation, service agreement, or study protocol.
EG-LAS maintains accreditation from AAALAC International. Accreditation attests to the standard of our animal care and use programme; it is not a warranty of any particular research outcome and does not transfer to Client-run activities.
4. Service requests and quotations
4.1 Requests submitted through the Website’s Request Quote facility are expressions of interest. They do not create a contract and do not reserve capacity.
4.2 EG-LAS will respond with a written Quotation setting out scope, deliverables, timelines, price, and any conditions. Unless stated otherwise, a Quotation is valid for thirty (30) days from issue.
4.3 A binding contract arises only when the Client accepts the Quotation in writing and EG-LAS confirms acceptance. Capacity is allocated on confirmation, not on request.
4.4 EG-LAS may decline any request at its discretion, including where the proposed work falls outside our technical capability, ethical policy, or accreditation scope.
5. Fees, invoicing, and payment
5.1 Fees are those stated in the accepted Quotation and are exclusive of applicable taxes, duties, and bank charges unless expressly stated otherwise.
5.2 Unless the Quotation provides otherwise, invoices are payable within thirty (30) days of the invoice date.
5.3 Where a study or service extends over time, EG-LAS may invoice in stages against agreed milestones.
5.4 EG-LAS may suspend performance, withhold deliverables, reports, or certificates, and decline to accept further work where undisputed invoices remain unpaid beyond their due date.
5.5 Prices may be revised for engagements not yet confirmed. Confirmed engagements are held at the quoted price for the agreed period, save where scope changes materially at the Client’s request.
6. Training courses and certification
6.1 Enrolment is confirmed on receipt of the applicable fee or an approved institutional purchase undertaking.
6.2 EG-LAS may reschedule or cancel a course where minimum enrolment is not met or where circumstances beyond our reasonable control require it. In that event the Client may elect a transfer to the next available session or a full refund of course fees paid.
6.3 Certificates are issued only to participants who satisfy the attendance and assessment requirements published for the course. Certificates are personal to the participant and may not be transferred.
6.4 Client cancellation terms are those published for the relevant course at the time of enrolment. Where none are published, cancellation more than fourteen (14) days before commencement attracts no charge; thereafter the fee is non-refundable but a substitute participant may be nominated.
6.5 Course materials are provided for the participant’s own professional use. They may not be reproduced, distributed, or used to deliver training by any other party without our prior written consent.
7. Animal welfare and ethical compliance
7.1 All work involving animals is conducted in accordance with applicable Egyptian law, EG-LAS’s institutional policies, and the standards of our AAALAC accreditation.
7.2 The Client must provide valid Ethics Approval covering the proposed work before any animal work commences. EG-LAS will not begin, and reserves the right to halt, any activity lacking current and adequate approval.
7.3 EG-LAS applies the principles of Replacement, Reduction, and Refinement (the 3Rs). We may require protocol amendments to satisfy these principles as a condition of accepting or continuing work.
7.4 The attending veterinarian and the responsible institutional committee retain final authority over animal welfare decisions, including humane endpoints. Where welfare requires intervention, EG-LAS will act without awaiting Client instruction and will notify the Client promptly.
7.5 The Client must disclose in advance any hazardous agent, infectious material, or controlled substance intended for use. Non-disclosure is a material breach.
8. Client obligations
The Client shall:
- provide accurate, complete, and timely information, protocols, and materials;
- hold and maintain all licences, permits, and approvals required for its work;
- ensure that personnel attending EG-LAS premises are appropriately trained, immunised where required, and comply with site rules and biosafety instructions;
- not use the Services for any unlawful purpose or in any manner that would jeopardise our accreditation or licences.
9. Confidentiality
9.1 Each party shall keep confidential all non-public information disclosed by the other in connection with the Services, and shall use it solely for the purposes of the engagement.
9.2 This obligation does not extend to information that is or becomes public without breach, was lawfully known before disclosure, is independently developed, or must be disclosed by law or regulatory requirement — in which case the disclosing party shall, where lawful, be given prior notice.
9.3 Confidentiality obligations survive completion or termination of the engagement for a period of five (5) years, and indefinitely in respect of personal data and trade secrets.
10. Intellectual property
10.1 All content on the Website — text, graphics, logos, images, video, and software — is owned by EG-LAS or its licensors and is protected by applicable intellectual property law. No licence is granted except the limited right to view and print pages for personal, non-commercial reference.
10.2 The EG-LAS name, the names of its divisions, and its logos are proprietary marks. They may not be used without prior written consent, and in particular may not be used to imply endorsement of any product, service, or finding.
10.3 Intellectual property existing before an engagement remains with the party that owned it.
10.4 Ownership of results, data, and reports generated in a Study shall be as set out in the applicable service agreement. In the absence of express provision, raw data and reports generated specifically for the Client vest in the Client on payment in full, while EG-LAS retains ownership of its methods, know-how, standard operating procedures, and any improvements to them.
10.5 EG-LAS retains the right to keep copies of study records as required by its accreditation, quality system, and applicable law.
11. Publication and authorship
11.1 Where EG-LAS personnel make an intellectual contribution meeting recognised authorship criteria, authorship shall be discussed and agreed in good faith before submission.
11.2 The Client shall provide EG-LAS a reasonable opportunity to review any manuscript, abstract, or presentation that names EG-LAS or describes work performed at our facilities, solely to verify factual accuracy and confirm that no confidential information is disclosed.
11.3 Acknowledgement of EG-LAS facilities and accreditation status in publications is encouraged and should follow the wording we provide on request.
12. Personal data
Personal data submitted through the Website or in the course of an engagement is handled in accordance with our Privacy Policy, which forms part of these Terms. Where the Services involve processing personal data on the Client’s behalf, the parties shall enter into such additional written terms as applicable data protection law requires.
13. Website availability and third-party links
13.1 The Website is provided on an “as available” basis. We do not warrant uninterrupted or error-free access and may suspend access for maintenance, security, or operational reasons.
13.2 The Website may link to third-party sites. Such links are provided for convenience only. We do not control and are not responsible for their content, availability, or practices.
14. Disclaimers
14.1 Information published on the Website is provided for general information. It does not constitute veterinary, medical, scientific, regulatory, or legal advice and must not be relied upon as such.
14.2 Research and preclinical work is inherently uncertain. EG-LAS undertakes to perform the Services with the reasonable skill and care of a competent provider in its field and in accordance with the agreed protocol. We do not warrant any particular scientific result, outcome, regulatory acceptance, or commercial success.
14.3 Except as expressly stated in these Terms or an executed agreement, all warranties, conditions, and terms implied by statute or common law are excluded to the fullest extent permitted by law.
15. Limitation of liability
15.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot lawfully be limited.
15.2 Subject to clause 15.1, EG-LAS shall not be liable for loss of profit, loss of revenue, loss of anticipated savings, loss of opportunity, loss or corruption of data, or any indirect or consequential loss, however arising.
15.3 Subject to clause 15.1, EG-LAS’s total aggregate liability arising out of or in connection with an engagement shall not exceed the total fees paid by the Client for the specific Services giving rise to the claim.
15.4 The Client is responsible for maintaining its own copies of data and materials supplied to us.
16. Indemnity
The Client shall indemnify EG-LAS against all claims, liabilities, losses, and reasonable costs arising from the Client’s breach of these Terms, the Client’s use of results or deliverables, any claim that materials or protocols supplied by the Client infringe third-party rights, and any failure by the Client to hold required approvals or licences.
17. Force majeure
Neither party shall be liable for failure or delay in performance caused by events beyond its reasonable control, including natural disaster, epidemic or animal disease outbreak, war, civil unrest, governmental action, failure of utilities, or interruption of transport or supply chains. The affected party shall notify the other promptly and both shall act in good faith to mitigate the effect.
18. Suspension and termination
18.1 Either party may terminate an engagement on written notice where the other commits a material breach that is not remedied within thirty (30) days of written notice requiring remedy.
18.2 EG-LAS may suspend or terminate immediately where continuation would breach law, compromise animal welfare, or jeopardise our accreditation or licences.
18.3 On termination the Client shall pay for all Services properly performed and all non-cancellable commitments reasonably incurred up to the effective date of termination.
18.4 Clauses concerning confidentiality, intellectual property, liability, indemnity, and governing law survive termination.
19. Amendments
EG-LAS may amend these Terms from time to time. The version in force is the version published on the Website at the date of your access or of the relevant Quotation. Material changes will be indicated by an updated “Last updated” date. Continued use of the Website or Services after publication constitutes acceptance.
20. Entire agreement and precedence
Where a signed service agreement or study protocol exists between the parties, that document prevails over these Terms to the extent of any conflict. Otherwise these Terms, together with the accepted Quotation and the Privacy Policy, constitute the entire agreement between the parties in respect of the Services.
21. Severability and waiver
If any provision is held invalid or unenforceable, it shall be severed and the remaining provisions shall continue in full force. No failure or delay in exercising a right constitutes a waiver of it.
22. Governing law and dispute resolution
22.1 These Terms and any dispute arising out of or in connection with them are governed by the laws of the Arab Republic of Egypt.
22.2 The parties shall first seek to resolve any dispute by good-faith negotiation between senior representatives.
22.3 Failing resolution within sixty (60) days, the dispute shall be submitted to the exclusive jurisdiction of the competent courts of Cairo, Arab Republic of Egypt. [Alternative for review: arbitration under the rules of the Cairo Regional Centre for International Commercial Arbitration (CRCICA), seat Cairo, language English — counsel to advise which is preferable for international clients.]
23. Contact
Questions regarding these Terms should be directed to:
Egyptian International Foundation for the Development of Laboratory Animal Science (EG-LAS)
Email: info@eglas.org.eg
Telephone: +20 101 045 6361 · +20 101 801 9936
Address: [FULL REGISTERED ADDRESS — to be completed]
