What should a Laboratory Testing Services Agreement include under Thai law?

1. Definitions and Interpretation
2. Scope and Test Requests
3. Term
4. Samples
5. Receipt and Acceptance of Samples
6. Test Methods and Subcontracting
7. Accreditation and Impartiality
8. Reports
9. Limits of Test Results
10. Use of Reports and the Laboratory's Name
11. Custody, Retention and Disposal of Samples
12. Queries, Complaints and Retests
13. Fees and Payment
14. Taxes
15. Confidentiality
16. Personal Data
17. Warranties
18. Insurance
19. Liability
20. Force Majeure
21. Termination
22. Consequences of Termination
23. Notices
24. Governing Law and Disputes
25. General

• Check the Laboratory's accreditation certificate and its scope on the accreditation body's website. Accreditation covers only the listed tests and methods, so confirm that each Test marked as accredited in Schedule 1 appears in that scope. A Report may contain both accredited and non-accredited results (Clause 7.2).- You chose Tests without accreditation. If a customer, a certification body or an authority will rely on the Report, ask it first whether it accepts results from a laboratory without accreditation for those Tests.
• If the Report will be filed with a Thai authority, for example for a product registration or a mandatory standard, check which laboratories and methods that authority recognises before ordering. A Report from an unrecognised laboratory may have to be repeated.
• Send the hazard information and safety data sheets with every Test Request (Clause 4.3). Dangerous goods sent by courier or air must be packed and declared under the carrier's dangerous goods rules; ask the carrier before shipping.
• Samples sent from abroad need customs clearance. Mark them as samples for testing with no commercial value where that is true, and agree with the Laboratory who acts as the importer.

• Choose and record the Decision Rule before testing (Clause 8.4). With simple acceptance, a result just inside the limit is reported as a pass although the true value may be outside it. If the limit is a legal or safety limit, consider guarded acceptance instead.With guarded acceptance, a result close to the limit is reported as inconclusive. Decide in advance what you will do with an inconclusive batch.The Reports will state results only. Compare them with your specification yourself, taking account of the measurement uncertainty, which you can request in the Test Request.
• A Report covers only the Samples tested (Clause 9.1). A passing result does not move your legal responsibility for the product to the Laboratory. Under the Unsafe Products Liability Act B.E. 2551 (2008), the manufacturer, the person who commissions manufacture and the importer remain liable to an injured person.
• If you collect the Samples yourself, keep a record of how, where and from which batch they were taken, so that you can show they represent the product.

• A contract to test samples and deliver a Report for a fee is generally treated as a hire of work (Instrument 4 of the Stamp Duty Schedule): 1 THB for every 1,000 THB or part of 1,000 THB of the fees. On the Estimated Test Fees you entered, the duty on the original is the amount the system calculates from the figures entered, and each counterpart carries the amount the system calculates from the figures entered.Because the prices are in …, convert the Estimated Test Fees into Thai Baht at the exchange rate on the date of signing and calculate the duty on the Baht amount. Each counterpart carries 5 THB, or 1 THB if the duty on the original is 5 THB or less.
• The Laboratory, as the contractor, pays the duty (Clause 14.3). Because the fees are an estimate, additional duty is payable if the fees actually received exceed it. If the amount is 1,000,000 THB or more, the duty must be paid in money to the Revenue Department instead of by affixing stamps; an electronically signed agreement uses the e-Stamp Duty system.
• An unstamped agreement cannot be used as evidence in a Thai civil court until the duty and a surcharge are paid. A contract made and performed entirely outside Thailand is exempt.

• A Thai VAT-registered Laboratory charges VAT and issues a tax invoice (Clause 14.1). A Thai company that pays a Thai Laboratory usually withholds 3% of the fee and gives the Laboratory a withholding certificate.
• A Thai Client paying a Laboratory abroad may have to withhold Thai tax and self-assess VAT on services used in Thailand. A double tax treaty may reduce the withholding. Ask an accountant before the first payment.

• Each Test Request, the Laboratory's sample receipt record, every Report and amended Report, chain of custody records where used, invoices and payment slips.
• Query a Report within 30 days (Clause 12.1). After the retention period in Clause 11.3 the remaining Sample may no longer exist, and a retest may be impossible.
• Claims about Samples lost or damaged while held by the Laboratory may be subject to a short limitation period of six months after the deposit ends. Raise them promptly in writing.

• Reproduce a Report only in full (Clause 10.2). Do not print the Laboratory's name, logo or an accreditation mark on packaging or in advertising without the Laboratory's written consent (Clause 10.3).
• A statement such as "laboratory tested" in advertising to consumers must be true and not misleading. Keep the Report that supports every claim.

• A company should sign through the director or directors authorised in its latest company affidavit or, for a foreign company, the equivalent document from its home country, and affix the company seal if its rules require one.
• Clause 25.8 allows electronic signatures and signed PDF copies. Test Requests may be sent by email or through the Laboratory's online system.
• A Thai court works in Thai, so a certified Thai translation of this Agreement and of English Reports is needed in a Thai case. If the other Party has no assets in Thailand, a Thai judgment may be hard to enforce abroad; an arbitral award is usually easier to enforce. A disagreement about a result is usually resolved faster and more cheaply by an independent retest under Clause 12.3 than by a lawsuit.

Compiled from the notes that accompany the English contract templates on this site, published by Phuwara Krobtaku (ภูวรา ครอบตะคุ), Thai attorney-at-law, licence no. 477/2558. The short answer and summary at the top of this page are put together by the site from the template's clause headings and notes. Statutes are quoted only in the official Thai text: Thai is the only official language of Thai legislation, and an unofficial translation can mislead. Article registry OKC-48961C. If you reuse this content, please credit the author and link to the original.