Product Inspection

Upon the Customer’s receipt of products, the Customer shall promptly inspect the products and advise iQ Biosciences by phone or electronic mail about any claims of shortages, defects or damages. If the Customer fails to notify iQ Biosciences by phone within seven calendar days (three calendar days for fresh tissue) after the Customer receives the products, the products shall conclusively be deemed as conformed to iQ Biosciences Terms and Conditions as detailed on iQ Biosciences website and to have been accepted by the Customer.

Payments

Payment is due 30 days from date of invoice (Net 30) unless prior written agreement has been exchanged. A 1.5% monthly late charge on account balances over 30 days past due will be added to invoices from date of shipment. If collection of past due accounts requires attorney involvement, the customer will be responsible for all fees and court costs. Payments can be made by check drawn on a US bank or can be made by ACH or wire transfer. All payment must be for the full amount. Deductions made for bank, clearance, or exchange charges will not be accepted. All checks returned for insufficient funds are subject to an additional charge of $25.00. We also accept all major credit and debit cards: Mastercard, Visa, American Express, Discover, JCB, and Diners Club.

Taxes and Other Charges

Prices for the Products exclude all sales, value-added, and other taxes and duties imposed with respect to the sale, delivery, or use of any Products. These taxes and duties must be paid by the Customer. If Customer claims any exemption, Customer must provide a valid, signed certificate or letter of exemption for each respective jurisdiction.

Return Policy

By ordering any product from iQ Biosciences, the Customer acknowledges that iQ Biosciences does not issue refunds for products purchased. iQ Biosciences does warrant their products, as described in more detail in the following section.

Warranty

iQ Biosciences warrants their products will meet the products claimed specifications, such as viability, the number of viable cells, and purity. iQ Biosciences does not warrant any biological properties associated with our products.

iQ Biosciences will replace products, not to exceed the original order quantity, free of charge if the product does not meet claimed specifications on any certificate of analysis. iQ Biosciences shall not liable for products that have been misused or rendered unusable due to improper storage or handling. In no event shall iQ Biosciences’ liability exceed the purchase price paid by the Customer.

Re-sale of iQ Biosciences’ products is not permitted without prior written authorization from iQ Biosciences.

iQ Biosciences’ products are “For In Vitro Research Use Only” and is not approved for human use in vivo, diagnostic, nor clinical applications.

This warranty is limited and valid for one-year period, starting from the time of shipment.

Liability

iQ Biosciences represents and warrants that it has (1) obtained ownership rights with respect to products and that such products were provided to iQ Biosciences with every donor’s informed consent and in compliance with all applicable laws and regulations, (2) obtained all necessary and appropriate releases from the donor wherein there are no restrictions on use of products that would prohibit customers from using them in any commercial pharmaceutical research conducted in vitro, (3) complied with all applicable United States and foreign statutes and their respective rules and regulations in connection with handling, export, import, and use of the products.

iQ Biosciences shall not be liable for any damages or injuries to persons or property arising from the usage of its products.

The Customer agrees that iQ Biosciences’ liability, if any, for damages (including liability, arising from physical or mental harm, caused by any product liability, arising out of contract, negligence, strict liability or tort) shall not exceed the cost of the product, which the Customer purchased from iQ Biosciences.

The Customer agrees to indemnify and to hold harmless, iQ Biosciences and all other parties involved, including their owners, officers, affiliates, associates, and employees for any and all damages incurred as a result of the products used. These parties shall not be liable under any circumstances.

By ordering any products from iQ Biosciences, the Customer acknowledges the above terms, conditions, disclaimers, and any additional warnings and cautions. The Customer agrees to abide by these terms, conditions, and disclaimers.

Other

The customer acknowledges the services to be performed are of an experimental nature, and iQ Biosciences does not represent or warrant that the services in whole or in part will be successful or achieve the customer’s objectives.

iQ Biosciences will use its reasonable best efforts to meet the customers technical, business and time goals, however the achievement of those goals may not be within iQ Biosciences’ control and cannot be guaranteed.

Representations and warranties set forth in this agreement are the exclusive representations and warranties made by iQ Biosciences. Any and all other representations and warranties, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement, are expressly excluded and disclaimed.

Under no circumstances will iQ Biosciences be liable to the customer or any third party for consequential damages irrespective of the theory under which such action is brought or whether or not iQ Biosciences has been advised of the possibility of such damages.

Under no circumstances shall iQ Biosciences’ liability to the customer or any third party under any and all provisions of this agreement exceed the total amount actually paid by the customer to iQ Biosciences under this agreement.

The documentation that iQ Biosciences will provide to the customer will be formatted with word-processing platforms that are of iQ Biosciences’ standard unless otherwise specified by the customer.

Last Updated: January 9, 2019