Toxic Substances Control Act (TSCA) Exemption

All Cepham Life Sciences (“CEPHAMLS”) products are designed for invitro research use only in the lab and may not be used for in vivo clinical and therapeutic purposes in humans and animals. CEPHAMLS products are not intended for the use of food or with food or food ingredients in human or animal consumption. Please be advised that CEPHAMLS products may contain ingredients that are not on the TSCA Inventory, and we claim R&D exemption status under TSCA for all products, unless otherwise marked, including those labeled “For Research Use Only” or “RUO”. This labeling means that you may only use the products exclusively for research and development (R&D) activities only.

TERMS AND CONDITIONS OF SALE

1. a) Cepham Life Sciences (“CEPHAMLS”) liability arising from the sale of products is limited to replacement or refund of the purchase price paid, at our discretion. In no event, CEPHAMLS shall be liable for any incidental, consequential or any other kind of damage. b) The possibility of errors in product description, content and documents cannot be ruled out and CEPHAMLS wouldn’t accept any responsibility for such errors. CEPHAMLS reserves the right to correct the error without notice. c) The buyer will be solely responsible for making the selection of products on CEPHAMLS website www.CephamLS.com and CEPHAMLS will not be responsible for any error. The buyers are advised to analyze all aspects of the product application before product selection, ordering and its usage.

2. Product Warranties- (a) The Product when shipped will meet the then-current Product sales specifications of CEPHAMLS; and (b) CEPHAM LS will convey the Product with good title, free from any lawful lien or encumbrance to the best of their knowledge.

3) Specifications- Cepham Life Sciences will notify Customer if the product Specifications are changed.

4) Safety Data Sheet (SDS)- Cepham Life Sciences will supply customers with the current Safety Data Sheet for the product.

5) Product Delivery Subject to Availability- Any obligation of CEPHAMLS to deliver the ordered Product(s) to Customer (Buyer) is subject to availability of Product and Raw Materials and Components.

6) Taxes- Customer will pay all the taxes and duties that are levied, now or in the future, in connection with the manufacture, sale, transportation, use or disposal of the Product.

7) Payments/Credit- Unless there is a contract signed by CEPHAMLS or purchase order acknowledgment to the contrary, Customer will pay CEPHAMLS the Price for the Product(s) NET thirty (30) days from the invoice date.

8) Inspection- Customer shall promptly, and in any event prior to use and/or commingling, inspect Product shipments for any damage to packaging, shortage, material deviation from any Product samples provided by CEPHAMLS, or non-conformance to these Terms.

9) Indemnity- Customer will indemnify and hold CEPHAMLS harmless for all claims, damages and related costs, including prompt payment of reasonable legal fees and costs, arising out of Customer’s noncompliance with any of its commitments under subsection 1 and 8 above.

10) No Reselling- Customer understands and acknowledges that it is not engaged as a distributor, reseller, re-packager, or re-labeler of the Product(s), and that any distributing, reselling, repackaging, or relabeling the Product(s) by Customer is strictly prohibited, unless otherwise agreed in writing by CEPHAMLS.

11) CEPHAMLS may increase Price, change transportation terms, change payment terms, and/or change the notice provision, by giving the Customer at least fifteen (15) days prior notice. These changes will be deemed accepted unless Customer objects in writing before the effective date of the change.