LORAEVAX RESEARCH

These Ordering Terms and Conditions (“Terms”) govern all purchases of products, materials, and related items (“Products”) from LoraevaX Research (“LoraevaX,” “we,” “us,” or “our”), whether purchased through the LoraevaX website or through another ordering method expressly authorized by LoraevaX.

By submitting an order and affirmatively accepting these Terms, the purchaser (“Purchaser,” “Buyer,” or “you”) acknowledges that Purchaser has read, understands, and agrees to be bound by these Terms.

If Purchaser acts on behalf of a company, laboratory, university, research institution, organization, or other entity, Purchaser represents and warrants that Purchaser possesses authority to bind that entity to these Terms.

1. RESEARCH USE ONLY

Products are not intended, designed, labeled, marketed, or sold for human consumption, veterinary use, clinical use, therapeutic use, diagnostic use, personal use, household use, food use, dietary-supplement use, cosmetic use, or administration to or use in or on humans or animals.

Products shall not be purchased or used for the diagnosis, cure, mitigation, treatment, or prevention of disease in humans or animals or for the purpose of affecting the structure or function of the human or animal body.

LoraevaX does not sell Products for self-administration, personal consumption, treatment, prevention, diagnosis, mitigation of disease, or other human or veterinary use.

Any use of a Product contrary to this Section is expressly unauthorized by LoraevaX.

2. PURCHASER REPRESENTATIONS, WARRANTIES, AND RESPONSIBILITIES

By purchasing Products from LoraevaX, Purchaser represents, warrants, acknowledges, and agrees that:

1. Purchaser is legally authorized to purchase, receive, possess, and use the Products ordered;
2. Products are being acquired solely for lawful laboratory research, analytical, scientific, educational, or other legitimate research purposes;
3. Products will not be administered to, consumed by, or otherwise used in or on humans or animals;
4. Purchaser possesses, or will ensure that persons handling Products possess, the technical knowledge, qualifications, facilities, equipment, training, safeguards, and laboratory procedures reasonably necessary for handling research materials;
5. Purchaser will independently determine and comply with all applicable federal, state, local, institutional, and international laws, regulations, rules, policies, permits, licenses, approvals, and requirements applicable to the purchase, possession, receipt, storage, handling, transportation, use, transfer, export, import, and disposal of Products;
6. Purchaser will independently evaluate the hazards, suitability, legality, and appropriate research conditions associated with each Product; and
7. Purchaser will not use, promote, market, recommend, resell, distribute, transfer, relabel, or otherwise make Products available for a prohibited purpose.

LoraevaX is entitled to rely upon these representations and warranties in determining whether to accept and fulfill an order.

The availability of a Product for purchase does not constitute a representation or warranty that the Product may lawfully be purchased, possessed, transported, imported, exported, transferred, or used for every purpose or in every jurisdiction.

3. FEDERAL REGULATORY COMPLIANCE

Products and activities involving Products may be subject to federal statutes and regulations administered by the United States Food and Drug Administration and other governmental authorities, including, where applicable, the Federal Food, Drug, and Cosmetic Act, 21 U.S.C. §§ 301 et seq., and regulations promulgated thereunder.

Nothing contained on the LoraevaX website, in Product descriptions, Certificates of Analysis, analytical reports, technical documentation, scientific literature, research references, advertising, communications, or other materials shall be construed as representing that any Product is approved, cleared, licensed, authorized, or intended for use as a drug, biological product, medical device, diagnostic product, dietary supplement, cosmetic, food, veterinary product, or other product intended for administration to or use in or on humans or animals.

The designation of a Product as “For Research Use Only,” “Not for Human Use,” “Not for Veterinary Use,” or similar terminology does not authorize Purchaser to use a Product for any purpose prohibited by applicable law.

Purchaser acknowledges that the regulatory classification of a Product may depend upon applicable law and the facts and circumstances associated with the Product, including its objective intended use, labeling, advertising, promotion, distribution, and circumstances of sale.

Nothing in these Terms authorizes conduct prohibited by applicable federal law.

4. ORDER ACCEPTANCE AND RIGHT TO REFUSE ORDERS

Submission of an order constitutes an offer by Purchaser to purchase the Products identified in the order subject to these Terms and does not constitute acceptance by LoraevaX.

LoraevaX reserves the right, to the extent permitted by applicable law, to accept, refuse, restrict, suspend, investigate, or cancel an order for legitimate business, legal, regulatory, safety, fraud-prevention, payment, inventory, shipping, or compliance reasons.

Such circumstances may include suspected fraud, payment irregularities, inaccurate or incomplete customer information, product availability, pricing or listing errors, suspected prohibited use, suspected diversion for human or veterinary use, regulatory concerns, shipping restrictions, or a suspected violation of these Terms.

LoraevaX may request additional information reasonably necessary to evaluate an order, including information concerning Purchaser, Purchaser's institution, intended lawful research purpose, shipping destination, or qualifications.

If LoraevaX cancels an order before shipment, amounts paid for Products that will not be supplied will be refunded as required by applicable law.

LoraevaX may correct typographical, clerical, pricing, product-description, inventory, or other inadvertent errors appearing on its website or ordering system.

5. PRICING AND PAYMENT

All prices are stated in U.S. dollars unless expressly indicated otherwise.

Prices, Product specifications, availability, quantities, packaging, and other Product information are subject to change without notice prior to acceptance of an order.

Purchaser is responsible for applicable purchase prices, shipping charges, taxes, duties, customs charges, brokerage charges, processing fees, and other charges associated with an order unless expressly stated otherwise.

Payment must be made using a payment method accepted by LoraevaX.

Payment authorization or processing does not, by itself, constitute acceptance of an order.

6. SHIPPING AND DELIVERY

Shipping and delivery dates are estimates unless LoraevaX expressly agrees otherwise in writing.

LoraevaX does not guarantee delivery by a particular date or time.

Delivery may be affected by carrier operations, weather, natural disasters, governmental action, customs processing, security restrictions, labor disruptions, transportation interruptions, incorrect shipping information, or other circumstances outside LoraevaX's reasonable control.

Purchaser is responsible for providing complete and accurate shipping and contact information.

Purchaser shall promptly inspect all shipments following delivery.

7. INTERNATIONAL ORDERS

Purchasers outside the United States are solely responsible for determining whether Products may lawfully be imported, purchased, possessed, transported, stored, and used in the destination jurisdiction.

Purchaser is responsible for obtaining all required permits, licenses, registrations, approvals, customs documentation, and other authorization required for importation or possession.

Purchaser is responsible for applicable customs duties, taxes, brokerage charges, import fees, and similar expenses.

LoraevaX does not warrant that any Product will be admitted into any foreign jurisdiction.

To the maximum extent permitted by applicable law, LoraevaX shall not be responsible for delays, seizures, refusals, destruction, additional charges, or other governmental or carrier actions resulting from Purchaser's failure to satisfy applicable import or legal requirements.

8. INSPECTION; DAMAGED, MISSING, OR NONCONFORMING PRODUCTS

Purchaser shall inspect Products promptly following delivery.

Claims involving shipping damage, missing Products, incorrect Products, or alleged Product nonconformity should be submitted promptly after discovery.

LoraevaX may require reasonable documentation necessary to evaluate a claim, including the order number, Product name, lot number, packaging information, photographs, shipping materials, and description of the alleged issue.

Purchaser should preserve the Product and original packaging while a claim is under review unless LoraevaX instructs otherwise.

9. RETURNS AND REFUNDS

Due to the nature of laboratory research materials and LoraevaX's inability to verify storage conditions, handling, contamination, chain of custody, temperature exposure, or environmental conditions after Products leave LoraevaX's control, Products generally may not be returned once shipped.

No Product may be returned without prior written authorization from LoraevaX.

Products ordered incorrectly by Purchaser, improperly stored or handled, opened, altered, contaminated, damaged after delivery, or used contrary to these Terms are not eligible for return, replacement, credit, or refund except to the extent otherwise required by applicable law.

Authorization to return one Product does not constitute authorization to return another Product.

Nothing in this Section limits a remedy that applicable law does not permit the parties to waive or restrict.

10. PRODUCT DOCUMENTATION, ANALYTICAL INFORMATION, AND SPECIFICATIONS

Product documentation may vary according to Product and lot.

Where available, documentation may include Product identity, lot information, analytical results, purity information, Certificate of Analysis (“COA”), or other technical information.

Analytical results, purity specifications, and similar information relate only to the particular Product or lot identified in the applicable documentation.

Purchaser is responsible for independently determining whether a Product and its documentation are appropriate for Purchaser's intended lawful research application.

Scientific literature, published studies, molecular-pathway information, chemical information, analytical data, technical descriptions, and references to experimental research are provided solely for legitimate research and informational purposes.

Such information shall not be interpreted as medical, pharmaceutical, clinical, veterinary, diagnostic, prescribing, dosing, administration, treatment, or healthcare advice.

11. STORAGE, HANDLING, LABORATORY SAFETY, AND DISPOSAL

Research materials may present known or unknown hazards.

Purchaser assumes responsibility for establishing appropriate procedures for receipt, storage, handling, containment, testing, transportation, and disposal of Products.

Purchaser is responsible for ensuring that personnel handling Products are appropriately trained and have appropriate laboratory facilities, equipment, personal protective equipment, safety information, and procedures.

Purchaser is responsible for independently evaluating the chemical, biological, toxicological, environmental, and other hazards associated with Products and for complying with applicable safety and disposal requirements.

12. NO MEDICAL, CLINICAL, OR VETERINARY ADVICE

Information provided by LoraevaX, including website content, Product descriptions, scientific references, technical information, analytical information, educational materials, and communications, is provided solely for legitimate research and informational purposes.

Nothing provided by LoraevaX constitutes or shall be interpreted as medical, pharmaceutical, clinical, veterinary, diagnostic, prescribing, dosing, treatment, administration, or healthcare advice.

No statement made by LoraevaX shall be interpreted as recommending administration or use of a Product in or on humans or animals.

Discussion of a compound in scientific literature or experimental research does not constitute a representation by LoraevaX that the Product is approved, safe, effective, or appropriate for human or veterinary use.

13. INTELLECTUAL PROPERTY

Products, compounds, research methods, processes, technologies, and applications may be subject to patents, licenses, proprietary rights, or other intellectual property restrictions owned by third parties.

Purchaser is solely responsible for determining whether Purchaser's intended activities require authorization from an intellectual-property owner.

Sale of a Product by LoraevaX does not grant Purchaser any express or implied license under any patent, trademark, copyright, trade secret, or other intellectual-property right except as expressly provided in writing or required by applicable law.

14. DISCLAIMER OF WARRANTIES

LoraevaX does not warrant that a Product will be suitable for any particular experiment, methodology, protocol, research application, or research objective or that use of a Product will produce any particular experimental result.

15. EXCLUSIVE CONTRACTUAL REMEDY

To the maximum extent permitted by applicable law, if LoraevaX determines that a Product failed to conform to an applicable express written Product specification at the time of delivery, Purchaser's exclusive contractual remedy and LoraevaX's sole contractual obligation shall be, at LoraevaX's election:

1. replacement of the affected Product;
2. refund of the purchase price actually paid for the affected Product; or
3. issuance of an appropriate account credit.

This limitation applies only to the extent permitted by applicable law and shall not apply where an exclusive or limited remedy fails of its essential purpose.

16. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, LoraevaX's aggregate contractual liability arising out of or relating to a Product or order shall not exceed the amount actually paid to LoraevaX for the Product giving rise to the claim.

Nothing in these Terms excludes, restricts, or limits liability to the extent such exclusion, restriction, or limitation is prohibited by applicable law.

17. UNAUTHORIZED USE AND MISUSE OF PRODUCTS

Purchaser assumes responsibility for Products following delivery and for ensuring that Products are used in accordance with these Terms and applicable law.

LoraevaX does not authorize Products to be:

1. administered to or used in or on humans or animals;
2. consumed or used personally;
3. used for clinical, therapeutic, diagnostic, pharmaceutical, veterinary, cosmetic, food, or dietary-supplement purposes;
4. improperly stored or handled;
5. altered, compounded, diluted, reconstituted, repackaged, relabeled, contaminated, or combined with another substance for a prohibited purpose;
6. resold, transferred, marketed, promoted, or distributed for a prohibited purpose; or
7. otherwise used contrary to these Terms or applicable law.

Any such conduct is outside the authorized scope and purpose of sale by LoraevaX.

18. INDEMNIFICATION

To the extent permitted by applicable law, Purchaser agrees to defend, indemnify, and hold harmless LoraevaX Research and its owners, officers, employees, agents, affiliates, successors, and representatives from and against third-party claims, actions, liabilities, losses, damages, judgments, penalties, fines, costs, expenses, and reasonable attorneys' fees arising out of or relating to:

1. Purchaser's unlawful or unauthorized use of a Product;
2. administration or use of a Product in or on a human or animal;
3. Purchaser's violation of applicable law;
4. Purchaser's material breach of these Terms;
5. Purchaser's unauthorized resale, redistribution, transfer, repackaging, relabeling, alteration, promotion, or misuse of a Product; or
6. Purchaser's material breach of a representation or warranty made under these Terms.

This provision shall not require Purchaser to indemnify LoraevaX for liability that applicable law prohibits LoraevaX from transferring or allocating to Purchaser.

19. VIRGINIA AND FEDERAL LAW; GOVERNING LAW

To the extent applicable, transactions involving the sale of goods by LoraevaX shall be governed by Article 2 of the Uniform Commercial Code as adopted by the Commonwealth of Virginia, Va. Code §§ 8.2-101 et seq.

Except to the extent governed or preempted by applicable federal law, these Terms and transactions between Purchaser and LoraevaX shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to Virginia's conflict-of-laws principles.

Applicable federal law shall control to the extent federal law preempts inconsistent state law.

Nothing contained in these Terms is intended or shall be construed to waive, avoid, circumvent, disclaim, or limit any statutory, regulatory, or other legal requirement that cannot lawfully be waived, disclaimed, or limited by private agreement.

20. ELECTRONIC TRANSACTIONS AND ACCEPTANCE

To the extent applicable, electronic transactions relating to these Terms shall be governed by the Virginia Uniform Electronic Transactions Act, Va. Code §§ 59.1-479 et seq., and other applicable electronic-transaction laws.

Where required by applicable law, Purchaser's agreement to conduct a transaction electronically shall be conspicuously presented and separately consented to.

Purchaser's affirmative electronic acceptance of these Terms shall constitute evidence of Purchaser's agreement to these Terms to the extent permitted by applicable law.

LoraevaX may maintain electronic records reasonably documenting Purchaser's acceptance of these Terms and the applicable transaction.

21. SEVERABILITY

If any provision of these Terms is determined by a court of competent jurisdiction to be invalid, unlawful, or unenforceable, that provision shall be enforced to the maximum extent permitted by applicable law.

The invalidity or unenforceability of one provision shall not affect the validity or enforceability of the remaining provisions, which shall remain in full force and effect.

22. WAIVER AND MODIFICATION

LoraevaX's failure or delay in enforcing a provision of these Terms shall not constitute a waiver of that provision or LoraevaX's right to enforce it subsequently.

Any waiver by LoraevaX shall be effective only to the extent expressly stated in writing by an authorized representative of LoraevaX.

No modification of these Terms applicable to an accepted order shall be effective except as permitted by applicable law and agreed to in a legally effective manner.

23. ENTIRE AGREEMENT

These Terms, together with the applicable order confirmation and any policies or documents expressly incorporated by reference, constitute the agreement between LoraevaX and Purchaser concerning the applicable purchase and supersede prior or contemporaneous representations concerning that transaction, except for applicable express written Product specifications and any separate written agreement executed by an authorized representative of LoraevaX.

Nothing in this Section shall operate to disclaim or negate an express warranty to the extent such disclaimer or negation would be ineffective under applicable law.

24. CHANGES TO TERMS; CONTACT INFORMATION

LoraevaX may revise these Terms prospectively from time to time.

The Terms applicable to an order will generally be the version presented or made available to Purchaser when Purchaser submits the applicable order, except where otherwise required by applicable law.

Changes posted after an order has been submitted shall not retroactively modify the contractual terms governing that transaction except where the parties validly agree otherwise or applicable law provides otherwise.

Questions concerning orders, shipping, Product documentation, or these Terms should be submitted through the contact information provided on the LoraevaX Research website.