Terms of service

Biotech Sciences LLC

Last Updated: May 17, 2026

1. Introduction and Binding Acceptance

These Terms of Service ("Terms" or "Agreement") constitute a binding legal agreement between Biotech Sciences LLC, a Florida limited liability company, with a principal place of business in Tampa, Florida ("Biotech Sciences," "we," "us," or "Seller"), and the business entity and licensed medical professional identified in the account registration process ("Customer," "Buyer," or "you"), collectively referred to as the "Parties."

These Terms govern (a) your access to and use of the website located at biotechsciences.com and any affiliated subdomains, portals, catalogs, or digital properties operated by Biotech Sciences (collectively, the "Site"), and (b) your purchase, receipt, handling, storage, and use of any product supplied by Biotech Sciences (each, a "Product" and collectively, the "Products").

BY CLICKING "I AGREE," CREATING AN ACCOUNT, SUBMITTING AN ORDER, OR OTHERWISE ACCESSING OR USING THE SITE OR RECEIVING ANY PRODUCT, YOU REPRESENT, WARRANT, AND AGREE THAT (1) YOU HAVE READ AND UNDERSTAND THESE TERMS, (2) YOU HAVE THE AUTHORITY TO BIND THE BUYER BUSINESS ENTITY, (3) YOU ARE A DULY LICENSED MEDICAL PROFESSIONAL OR ARE ACTING ON BEHALF OF A DULY LICENSED MEDICAL PROFESSIONAL PRACTICE, AND (4) YOU ACCEPT AND ARE LEGALLY BOUND BY EVERY PROVISION OF THIS AGREEMENT, INCLUDING THE LIMITATION OF LIABILITY, INDEMNIFICATION, DISPUTE RESOLUTION, ARBITRATION, AND CLASS-ACTION WAIVER PROVISIONS.

If you do not agree to these Terms, you must not access the Site, submit any order, or accept delivery of any Product.

2. Definitions

For purposes of these Terms:

"Applicable Law" means all federal, state, and local laws, statutes, regulations, rules, orders, and governmental requirements applicable to the Parties or the transactions contemplated hereunder, including without limitation the Federal Food, Drug, and Cosmetic Act, state pharmacy and medical practice acts, the Drug Supply Chain Security Act, and all rules of the Parties' respective licensing boards.

"Licensed Medical Professional" means an individual who holds a current, active, unrestricted license to practice medicine or to prescribe, administer, or dispense therapeutic agents within the scope of such individual's professional license under the laws of the jurisdiction in which the individual practices, including without limitation physicians (MD, DO), nurse practitioners (NP, APRN), physician assistants (PA), doctors of pharmacy (PharmD), and other prescribing clinicians acting within their statutory scope of practice.

"Licensed Medical Practice" means a business entity through which one or more Licensed Medical Professionals deliver health care services and which holds all licenses, registrations, and authorizations required by Applicable Law to operate as a medical practice at its business address.

"Office Use" means the acquisition, handling, and use of a Product by, or under the direction of, a Licensed Medical Professional acting within the scope of such professional's license and in the course of Buyer's business, in each case as and to the extent permitted by Applicable Law.

"Order" means any request submitted by Buyer through the Site, by invoice, or by other means to purchase one or more Products from Biotech Sciences.

"Professional Use Only" means the designation, printed on Product labeling, restricting the Product to Office Use by a Licensed Medical Professional and prohibiting resale, redistribution, or transfer to any third party.

3. Nature of the Relationship; Seller's Role

3.1 Biotech Sciences is a Business-to-Business Wholesale Supplier. Biotech Sciences sells Products exclusively on a business-to-business basis to verified Licensed Medical Practices for Office Use by Licensed Medical Professionals. Biotech Sciences does not market, sell, advertise, or deliver Products to consumers, patients, or members of the general public.

3.2 No Practice of Medicine; No Medical or Legal Advice. Biotech Sciences does not engage in the practice of medicine, pharmacy, nursing, or any other licensed healing art, and does not provide legal, regulatory, or compliance advice. Nothing on the Site, in any Product packaging, in any marketing material, in any templated or sample document, or in any other communication from Biotech Sciences is intended as, or shall be construed as, medical advice, diagnosis, treatment recommendation, prescription, directive regarding the use of any Product, legal advice, or regulatory guidance.

3.3 No Clinician-Patient Relationship. No clinician-patient, pharmacist-patient, consultant-patient, or similar fiduciary or professional relationship is created between Biotech Sciences and Buyer, Buyer's staff, or any patient of Buyer by virtue of these Terms or any transaction hereunder.

3.4 Buyer's Independent Judgment is Controlling. All decisions concerning Buyer's acquisition, possession, and use of any Product are made solely by Buyer and the Licensed Medical Professional acting within the scope of such professional's license and in compliance with Applicable Law. Biotech Sciences exercises no discretion, supervision, or control over any such decision and disclaims any and all responsibility for the use or outcomes of any Product.

4. Buyer Eligibility and Verification

4.1 Eligibility Requirements. To establish or maintain an account with Biotech Sciences and to place or accept delivery of any Order, Buyer must at all times satisfy each of the following conditions:

(a) Buyer is a Licensed Medical Practice, lawfully organized and in good standing in its state of organization;

(b) At least one principal, employee, or contracted clinician of Buyer is a Licensed Medical Professional acting within the scope of an active, unrestricted license;

(c) Buyer holds a valid federal Employer Identification Number (EIN) and, where applicable, a valid National Provider Identifier (NPI);

(d) Buyer operates from a verifiable commercial business address (no residential-only addresses, P.O. boxes, or mail-drop services, except as expressly permitted in writing by Biotech Sciences);

(e) Buyer is not currently subject to any suspension, revocation, probation, or exclusion affecting its or its clinicians' right to practice, to participate in federal or state health care programs, or to purchase or possess the classes of Products it seeks to order; and

(f) Buyer is not a consumer, a patient, a reseller, a distributor, a personal-use purchaser, or any person or entity acquiring Products for any purpose other than Office Use.

4.2 Verification Process. As a condition of account approval and continued access, Buyer authorizes Biotech Sciences (or a third-party verification service engaged by Biotech Sciences) to collect, verify, and periodically re-verify information including, without limitation, Buyer's EIN, NPI, state medical license number(s), state business registration, provider name(s), business address, and business website. Buyer shall cooperate in good faith with all verification and re-verification requests and shall promptly supply supporting documentation upon request. Biotech Sciences may in its sole discretion decline, suspend, or terminate any account or Order based on the results of verification, adverse regulatory findings, or any other risk factor.

4.3 Continuing Representations. The representations in Section 4.1 are made as of the date of acceptance of these Terms and are deemed remade by Buyer upon each submission of an Order and upon each receipt of Products. Buyer shall notify Biotech Sciences in writing within five (5) business days of any change in circumstance that would cause any such representation to become untrue, including without limitation any licensure action, regulatory inquiry, or change in business structure or ownership.

4.4 Account Credentials. Buyer is responsible for safeguarding its account credentials and for all activity occurring under its account. Biotech Sciences is not liable for any loss or damage arising from Buyer's failure to protect its credentials.

5. Products; Professional Use Only; No Resale

5.1 Professional Use Only Designation. All Products supplied by Biotech Sciences are labeled "For Professional Use Only". The Professional Use Only designation signifies that Products are sold by Biotech Sciences exclusively to Licensed Medical Practices for acquisition by Licensed Medical Professionals as Office Use under these Terms. Biotech Sciences does not direct, supervise, participate in, or bear responsibility for any decision Buyer or any Licensed Medical Professional makes concerning a Product after delivery.

5.2 No Resale, Redistribution, or Transfer. Buyer shall not resell, redistribute, exchange, barter, export, re-label, repackage, or otherwise transfer any Product to any third party for the purpose of commercial distribution, including without limitation to other medical practices, pharmacies, wholesalers, distributors, retailers, online marketplaces, or consumers. For the avoidance of doubt, providing a Product to a bona fide patient of the Licensed Medical Practice as part of that patient's course of care is considered Office Use and is not a prohibited transfer under this Section. Any resale or commercial redistribution in violation of this Section is a material breach of these Terms and may, in addition to any other remedies available at law or in equity, result in immediate account termination, recovery of the Products, and referral to applicable regulatory and law-enforcement authorities.

5.3 No Product Claims; No Reliance on Informal Communications. Biotech Sciences makes no claim concerning the suitability, performance, or results of any Product. Any statement concerning a Product that may at any time be made by any employee, contractor, sales representative, independent sales agent, consultant, affiliate, social-media account, or other person associated with Biotech Sciences, through any channel of communication, is (i) not an authorized or approved position of Biotech Sciences, (ii) not the product of any internal review by Biotech Sciences, (iii) not professional advice of any kind, and (iv) not to be relied upon by Buyer for any purchasing, regulatory, or compliance decision. No such statement shall create any representation, warranty, or obligation on the part of Biotech Sciences, modify these Terms, or supersede the Product labeling.

5.4 Storage and Handling. Buyer is solely responsible for the receipt, inspection, storage, handling, chain-of-custody, and disposal of Products in accordance with the Product labeling and Applicable Law. Biotech Sciences is not liable for any degradation, contamination, or loss of efficacy occurring after title and risk of loss pass to Buyer under Section 7.1.

5.5 Regulatory Acknowledgments; Buyer's Independent Evaluation. Buyer acknowledges and agrees that certain Products supplied by Biotech Sciences are research-and-developmental compounds that have not been approved by the U.S. Food and Drug Administration as finished drug products, and that the regulatory classification, available-use profile, and approval status of any given Product may vary by jurisdiction and over time. The evaluation of each Product's regulatory status, lawful availability, and suitability for any contemplated purpose within Buyer's business is exclusively Buyer's responsibility, to be undertaken in consultation with Buyer's own legal counsel and pursuant to Buyer's licensing obligations. Biotech Sciences is not, and does not hold itself out as, a compounding pharmacy, an outsourcing facility registered under Section 503B of the Federal Food, Drug, and Cosmetic Act, a retail or mail-order pharmacy, a wholesale distributor of controlled substances, a manufacturer of any FDA-approved finished drug product, or a prescribing entity, and does not fill prescriptions or dispense Products to patients.

6. Orders, Pricing, Payment, and Taxes

6.1 Orders. Each Order is an offer by Buyer to purchase Products subject to these Terms, and is subject to acceptance by Biotech Sciences in its sole discretion. Biotech Sciences reserves the right, at any time and without liability, to limit quantities, refuse, cancel, or delay any Order for any reason, including suspected misrepresentation, verification failure, suspected diversion, payment risk, inventory unavailability, or inconsistency with these Terms or Applicable Law.

6.2 Pricing. The authoritative, current pricing for each Product is the pricing displayed on the Site at biotechsciences.com at the time an Order is placed. Any price list, catalog, sales-collateral document, or printed or electronic material distributed by Biotech Sciences is provided for reference only and may no longer be accurate. Pricing is subject to change at any time without prior notice, except with respect to Orders already accepted by Biotech Sciences. In the event of any inconsistency between pricing on the Site and pricing in any other material, the pricing on the Site at the time of Order placement controls. Published pricing does not include shipping or applicable taxes.

6.3 Payment Terms. Payment is due in full at the time the Order is placed, and no Order will ship until payment has cleared. Biotech Sciences does not extend credit, offer net-terms billing, or accept partial or deferred payments except pursuant to a separate written agreement signed by an authorized officer of Biotech Sciences. Accepted payment methods are as stated on the Site or invoice. Buyer authorizes Biotech Sciences and its payment processor(s) to charge Buyer's payment method for the full amount of each Order, together with applicable taxes, shipping, and any other charges properly due under these Terms.

6.4 Taxes. Prices do not include sales, use, excise, value-added, or similar taxes. Buyer is responsible for all such taxes other than those based on Biotech Sciences's net income. Buyer shall promptly supply valid resale or exemption certificates where applicable; absent a valid certificate, Biotech Sciences will collect and remit applicable tax.

7. Shipping; Inspection; Remedies

7.1 Shipping and Delivery. Unless otherwise agreed in writing, shipments are made FOB Origin / Seller's facility. Title and risk of loss pass to Buyer upon delivery of the Products to the common carrier at Seller's facility. All shipping and transit estimates are approximate and not guaranteed. Except as expressly provided in Sections 7.3 and 7.4, Biotech Sciences shall not be liable for any delay, loss, or damage arising after tender to the carrier.

7.2 Inspection and Notice. Buyer shall inspect each shipment immediately upon receipt. Any claim of visible damage, shortage, or non-conformity must be submitted to Biotech Sciences in writing, with photographs and supporting documentation, within two (2) business days of receipt. Any claim of latent non-conformity must be submitted in writing within five (5) business days of the date Buyer reasonably should have discovered the condition, and in no event later than fifteen (15) calendar days from the date of delivery. Any claim not submitted within the applicable window is irrevocably waived, and the shipment is deemed accepted in full.

7.3 Damaged or Non-Conforming Shipments. If a shipment arrives damaged or is otherwise non-conforming, and Buyer submits a timely claim under Section 7.2 with photographs of the packaging, the affected Products, and the shipping label clearly visible, Biotech Sciences will, upon verification of the claim, replace the affected Products at no additional cost to Buyer. Replacement Product will be shipped pursuant to Biotech Sciences's then-current shipping practices. Buyer shall not return any Product without a Return Merchandise Authorization (RMA) issued by Biotech Sciences; Product returned without an RMA will be refused.

7.4 Lost-in-Transit Shipments. If a shipment is confirmed lost in transit by the common carrier (and not merely delayed), and Buyer notifies Biotech Sciences in writing within a reasonable period after the expected delivery date, Biotech Sciences will, upon confirmation of loss, replace the affected Order at no additional cost to Buyer. A shipment marked "delivered" by the carrier is not deemed lost; in that circumstance Buyer is responsible for initiating a carrier investigation, and Biotech Sciences will cooperate reasonably in that process.

7.5 Discretionary Refunds. In addition to the replacement remedies in Sections 7.3 and 7.4, Biotech Sciences may, in its sole and absolute discretion and on a case-by-case basis, elect to issue a monetary refund in lieu of replacement where Biotech Sciences determines a refund is appropriate. Any such refund is extended as a matter of goodwill, does not constitute an admission of liability, and does not establish any precedent, practice, or course of dealing. Buyer has no contractual right to demand a monetary refund.

7.6 Exclusive Remedies. The remedies in Sections 7.3, 7.4, and 7.5 are Buyer's sole and exclusive remedies, and Biotech Sciences's entire liability, with respect to damaged, non-conforming, or lost shipments, subject to the limitations in Sections 12 and 13. No remedy will be issued for (a) Buyer's change of mind; (b) regulatory changes affecting Buyer's intended use; (c) Buyer's failure to properly store or handle a Product after delivery; (d) Buyer's failure to timely inspect or provide notice under Section 7.2; (e) Orders properly placed, accepted, and delivered in conforming condition; (f) any circumstance constituting friendly fraud; or (g) any loss or damage occurring after title and risk of loss have passed to Buyer, except as expressly provided in Sections 7.3 and 7.4.

8. Returns, Refunds, and Chargeback Policy

8.1 All Sales Final. Except for the replacement and refund remedies expressly provided in Sections 7.3, 7.4, and 7.5, all sales are final. Biotech Sciences does not accept returns, exchanges, refunds, or cancellations of Products that have been delivered in conforming condition. Once Products have left Biotech Sciences's custody, the integrity and storage chain of the Products can no longer be verified by Biotech Sciences, and the Products cannot be re-sold, re-stocked, or reused.

8.2 No Other Remedies. Buyer's sole and exclusive remedies with respect to any Product are those provided in Sections 7.3 (damaged or non-conforming shipments), 7.4 (lost-in-transit shipments), and 7.5 (discretionary refunds), in each case subject to the exclusions set forth in Section 7.6.

8.3 Chargeback Waiver. Buyer represents and agrees that Buyer has full authority to place each Order and to authorize each payment. Buyer further agrees that these Terms, including the remedies in Sections 7 and 8, constitute a clear and conspicuous refund and cancellation policy within the meaning of applicable card-network rules. Buyer shall not initiate, and shall cause its cardholder, account holder, or payer not to initiate, any chargeback, dispute, reversal, or similar process ("Chargeback") against Biotech Sciences with respect to any Order, except where Buyer has first (a) contacted Biotech Sciences in writing at the email address in Section 21, (b) supplied complete documentation supporting the claim, and (c) afforded Biotech Sciences not less than thirty (30) days to investigate and resolve the claim in good faith pursuant to Section 7. Any Chargeback must be initiated, if at all, within the time limits permitted by the applicable card network and only as to a bona fide unauthorized-transaction claim.

8.4 Consequences of Wrongful Chargeback. Any Chargeback initiated in violation of Section 8.3, or for any reason other than a bona fide unauthorized-transaction claim, constitutes a material breach of these Terms. In addition to any other remedies available at law or in equity, Biotech Sciences may (a) recover from Buyer the full disputed amount, all Chargeback fees assessed by the payment processor or card network, and all reasonable costs of defending the Chargeback, including attorneys' fees; (b) immediately suspend or terminate Buyer's account and cancel any pending or future Orders; and (c) report the incident to the applicable card network, payment processor, credit reporting agencies, and merchant risk databases, including the MasterCard MATCH List and any analogous database, where applicable.

9. Buyer Representations, Warranties, and Covenants

Buyer represents, warrants, and covenants, on a continuing basis for so long as it maintains an account or holds any Product, that:

(a) Buyer satisfies each eligibility requirement in Section 4.1 and has supplied true, current, and complete information in the verification process;

(b) Buyer and each Licensed Medical Professional associated with Buyer holds all licenses, registrations, permits, and authorizations required by Applicable Law to lawfully purchase, possess, store, and use the Products ordered;

(c) Buyer will use the Products solely for Office Use in accordance with Section 5, will not resell or transfer the Products, and will not divert the Products to any consumer-facing channel;

(d) All decisions concerning Buyer's use of the Products will be made solely by Buyer and the Licensed Medical Professional in compliance with Applicable Law;

(e) Buyer will, where applicable, obtain a signed informed consent and liability waiver from each patient prior to the use of any Product, in a form and substance selected by Buyer in consultation with Buyer's own legal counsel and sufficient under Applicable Law;

(f) Buyer will not represent to any patient, third party, regulator, payor, or the public that Biotech Sciences endorses, prescribes, supervises, or directs Buyer's use of the Products, is the manufacturer of any FDA-approved drug product, or has provided any form of professional advice;

(g) Buyer will comply with all Applicable Law governing Buyer's business and clinical operations;

(h) Buyer maintains the insurance coverage required by Section 10; and

(i) Buyer has had a full and fair opportunity to review these Terms with counsel of Buyer's choice.

10. Insurance Requirements

Throughout the term of these Terms and for a reasonable tail period thereafter consistent with the nature of claims that may arise from Buyer's business and clinical operations, Buyer shall, at Buyer's sole cost and expense, obtain and maintain in full force and effect insurance coverage appropriate to Buyer's business and clinical operations, including, without limitation:

(a) Commercial General Liability insurance covering bodily injury, property damage, personal and advertising injury, and products-completed operations arising out of or relating to Buyer's business and clinical operations;

(b) Professional Liability / Medical Malpractice insurance covering each Licensed Medical Professional rendering care in connection with Buyer's clinical practice, on terms appropriate to the scope of such professional's practice; and

(c) Any other insurance required of Buyer by Applicable Law, by Buyer's licensing board, or by any facility, payor, or contract to which Buyer is subject.

Coverage limits and terms under clauses (a) and (b) shall be in amounts customary for similarly situated Licensed Medical Practices and sufficient to meet Buyer's reasonably foreseeable obligations, and in no event less than the minimums required by Applicable Law or Buyer's licensing board. Each policy shall be issued by an insurer reasonably regarded as financially sound. Upon written request, Buyer shall furnish Biotech Sciences with a certificate of insurance reasonably evidencing the foregoing coverages. The insurance obligations in this Section are independent of, and do not limit, cap, or otherwise modify, Buyer's indemnification obligations under Section 14.

11. Prohibited Conduct

Buyer shall not, and shall not authorize or permit any other person to:

(a) use the Site or Products in violation of these Terms or Product labeling;

(b) make any false, misleading, or unverifiable claim to any patient, payor, regulator, or the public regarding the origin, safety, efficacy, or regulatory status of any Product;

(d) reverse engineer, decompile, or attempt to derive the source code of any Site software, or circumvent any access-control or verification mechanism;

(e) scrape, mirror, or extract content from the Site in bulk, other than for the purpose of placing lawful Orders;

(f) impersonate any person or entity, misrepresent licensure status, or supply false verification documentation;

(g) transmit any virus, worm, or malicious code to the Site, or otherwise interfere with or degrade the Site's operation;

(h) use the Biotech Sciences name, marks, logo, or identifying information in any patient-facing material, advertisement, marketing communication, or other public-facing material without the prior written consent of Biotech Sciences; or

(i) post, publish, share, upload, display, transmit, repost, tag, or otherwise disseminate, through any social-media platform or any other public or semi-public communication channel, any of the following:

(i) any image, video, photograph, or other visual depiction of any Product, Product vial, Product packaging, Product label, shipping materials, invoice, or other item bearing the name, logo, trade dress, or other identifying information of Biotech Sciences, whether appearing as the subject of the content or incidentally in the background;

(ii) the name "Biotech Sciences," any variation, abbreviation, or derivative thereof, the Biotech Sciences logo, the URL or domain biotechsciences.com, or any other identifying information of Biotech Sciences; or

(iii) any content that identifies, references, tags, links to, mentions, cross-promotes, or otherwise indicates Biotech Sciences as a supplier, source, vendor, partner, affiliate, or provider of Buyer.

The restrictions in this Section 11(i) apply regardless of Buyer's intent, including without limitation innocent tagging, reciprocal promotion, unsolicited endorsement, or amplification of third-party content. These restrictions apply to (A) all accounts owned, operated, controlled, or materially influenced by Buyer or any of Buyer's owners, directors, officers, employees, independent contractors, consultants, or Licensed Medical Professionals, whether characterized as business, professional, brand, personal, or private; and (B) all third-party content that Buyer posts, reposts, shares, or otherwise promotes. Buyer shall take commercially reasonable measures to prevent third parties from capturing images of Products, Product packaging, or Biotech Sciences branding on Buyer's premises, and, upon becoming aware of any content posted in violation of this Section, Buyer shall promptly request removal and cooperate with any removal request received from Biotech Sciences.

12. Disclaimer of Warranties

12.1 Limited Conformity Assurance. Biotech Sciences represents that, at the time of tender to the carrier, each Product will conform in all material respects to Biotech Sciences's written specifications for the applicable batch or lot. Third-party analytical testing results addressing purity, content, and endotoxin levels corresponding to the applicable batch or lot of a Product are maintained by Biotech Sciences and made available to Buyer upon Buyer's written request. The conformity assurance in this Section 12.1 is the sole and exclusive warranty provided by Biotech Sciences and is enforceable only through the remedies set forth in Sections 7.3, 7.4, and 7.5, subject to the limitations of Sections 12.2 and 13.

12.2 DISCLAIMER OF ALL OTHER WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 12.1, THE SITE AND ALL PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. BIOTECH SCIENCES, ON BEHALF OF ITSELF, ITS SUPPLIERS, LICENSORS, AND AFFILIATES, EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE FOREGOING, BIOTECH SCIENCES MAKES NO WARRANTY OR REPRESENTATION (A) AS TO THE SUITABILITY OF ANY PRODUCT FOR ANY PARTICULAR PURPOSE OR APPLICATION; (B) THAT THE PRODUCTS WILL ACHIEVE ANY PARTICULAR RESULT; OR (C) THAT THE SITE OR PRODUCT DOCUMENTATION WILL BE ERROR-FREE, COMPLETE, OR UNINTERRUPTED. BUYER ASSUMES ALL RISK ARISING FROM BUYER'S DETERMINATION TO PURCHASE AND USE THE PRODUCTS.

13. Limitation of Liability

13.1 EXCLUSION OF CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BIOTECH SCIENCES, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE "BIOTECH PARTIES") BE LIABLE TO BUYER OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY, OR ENHANCED DAMAGES; FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA; FOR ANY COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR FOR ANY HARM OR DAMAGE OF ANY KIND ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE ANY PRODUCT OR OTHERWISE ARISING OUT OF OR RELATING TO THESE TERMS, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE) AND REGARDLESS OF WHETHER BIOTECH SCIENCES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 AGGREGATE CAP. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE BIOTECH PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR ANY PRODUCT SHALL NOT EXCEED THE AGGREGATE AMOUNTS PAID BY BUYER TO BIOTECH SCIENCES UNDER THESE TERMS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT FROM WHICH THE CLAIM AROSE.

13.3 ESSENTIAL BASIS. THE LIMITATIONS IN THIS SECTION 13 ARE A FUNDAMENTAL ELEMENT OF THE BARGAIN BETWEEN THE PARTIES AND WILL APPLY EVEN IF ANY LIMITED REMEDY IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

13.4 ALLOCATION OF RISK. BUYER ACKNOWLEDGES THAT THE PRICING OF THE PRODUCTS REFLECTS THE ALLOCATION OF RISK SET FORTH IN THESE TERMS. WITHOUT SUCH ALLOCATION, THE PRICING OF THE PRODUCTS WOULD BE SUBSTANTIALLY HIGHER, AND BIOTECH SCIENCES WOULD NOT HAVE ENTERED INTO THIS AGREEMENT.

14. Indemnification

14.1 Buyer's Indemnification. Buyer shall defend, indemnify, and hold harmless the Biotech Parties from and against any and all claims, demands, actions, suits, proceedings, liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees and expert fees) (collectively, "Claims") arising out of or relating to:

(a) any act, omission, decision, or determination by Buyer or any person acting under Buyer's direction or within Buyer's practice concerning a Product, whether within or outside the scope of such person's duties;

(b) any Claim brought by any patient, employee, contractor, agent, payor, insurer, regulator, or other third party arising out of or relating to Buyer's business or Buyer's use of any Product;

(d) any breach or alleged breach by Buyer of any representation, warranty, covenant, or other obligation under these Terms;

(e) any violation of Applicable Law by Buyer or any of its owners, employees, contractors, or agents;

(f) any resale, redistribution, transfer, diversion, or unauthorized use of any Product by Buyer or any person acting under Buyer's direction;

(g) any misrepresentation by Buyer, including in the verification process or in any communication with a patient, payor, regulator, or the public regarding Biotech Sciences's role; and

(h) any Chargeback in violation of Section 8.

14.2 Procedure.

(a) Notice and Tender of Defense. Biotech Sciences shall promptly notify Buyer of any Claim for which indemnification is sought, provided that failure or delay in notice shall not relieve Buyer of its obligations except to the extent Buyer is actually prejudiced. Buyer shall, at its sole cost, assume the defense and settlement of the Claim with counsel reasonably acceptable to Biotech Sciences, and Biotech Sciences shall cooperate reasonably with Buyer at Buyer's expense. Biotech Sciences may, at its own expense, participate in the defense with counsel of its choosing.

(b) Biotech Sciences's Right to Assume Defense. Biotech Sciences may, upon written notice and at Buyer's expense, assume sole control of the defense of any Claim if (i) Buyer fails to promptly assume or diligently conduct the defense, (ii) the Claim seeks injunctive or other non-monetary relief against any Biotech Party, (iii) the Claim implicates the licensing, regulatory standing, public reputation, or ongoing operations of Biotech Sciences, or (iv) a conflict of interest exists between the Parties with respect to the defense.

(c) Settlement Restrictions. Buyer shall not settle any Claim without Biotech Sciences's prior written consent, which may be granted or withheld in Biotech Sciences's sole discretion, if the settlement (i) admits liability or wrongdoing on the part of any Biotech Party, (ii) imposes any non-monetary obligation, injunction, or consent decree on any Biotech Party, or (iii) does not include an unconditional, full release of the Biotech Parties with prejudice.

15. Regulatory and Compliance Acknowledgments

Buyer acknowledges, understands, and agrees that:

(a) The regulatory status of any given Product may vary under federal, state, and local law and may evolve over time, and the lawfulness of Buyer's acquisition, possession, and use of any Product depends on Buyer's jurisdiction, Buyer's scope of practice, and other factors particular to Buyer. Evaluating and determining the lawfulness of any such activity is Buyer's sole responsibility, and Biotech Sciences makes no representation regarding such matters.

(b) Biotech Sciences is not, and does not hold itself out as, a compounding pharmacy, an outsourcing facility registered under Section 503B of the Federal Food, Drug, and Cosmetic Act, a retail or mail-order pharmacy, a wholesale distributor of controlled substances, a manufacturer of any FDA-approved finished drug product, a prescribing entity, a dispensing entity, or a provider of any health care service. Biotech Sciences does not fill prescriptions or dispense Products to patients.

(c) Biotech Sciences does not make, and has not made, any representation that any Product is an FDA-approved drug product, is listed on any FDA bulk drug substances list, or satisfies any particular regulatory classification. Buyer shall not rely on Biotech Sciences for any such representation and shall independently evaluate the regulatory status of each Product for Buyer's intended purposes.

(d) Buyer represents that neither Buyer nor any of Buyer's owners, directors, officers, employees, or associated Licensed Medical Professionals is currently excluded, debarred, suspended, or otherwise ineligible to participate in any federal or state health care program, including without limitation the U.S. Department of Health and Human Services Office of Inspector General List of Excluded Individuals/Entities. Buyer shall promptly notify Biotech Sciences if any such status changes.

(e) Buyer shall not export, re-export, or cause to be exported any Product outside the United States, or transfer any Product to any person or entity for purposes of export, except in strict compliance with all applicable U.S. export-control, sanctions, and customs laws.

(f) All advertising, marketing, and other public-facing communications by Buyer are Buyer's sole responsibility, and Buyer shall comply with all Applicable Law and professional rules governing such communications. Buyer shall not attribute, cite, or quote Biotech Sciences as a source of any claim concerning a Product.

(g) Laws, regulations, professional rules, card-network rules, and payor requirements applicable to Buyer are subject to change. Buyer is solely responsible for continuously monitoring such changes as they relate to Buyer's business and the Products in Buyer's inventory, and for adjusting Buyer's operations accordingly. Biotech Sciences has no obligation to notify Buyer of any such developments.

(h) In the event of any conflict or inconsistency between Product labeling and any informal communication from Biotech Sciences, Product labeling controls.

16. Intellectual Property

16.1 Site Content. All text, graphics, photographs, logos, trademarks, service marks, trade dress, software, catalogs, and other content on the Site or otherwise provided by Biotech Sciences (collectively, "Biotech Sciences Content") is the property of Biotech Sciences or its licensors and is protected by United States and international intellectual-property laws. Buyer is granted a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Biotech Sciences Content solely for the purpose of evaluating, placing, and receiving lawful Orders. No other license or right is granted, whether by implication, estoppel, or otherwise.

16.2 Trademarks; No Public Depiction. "Biotech Sciences," the Biotech Sciences logo, and all related names, logos, product and service names, designs, trade dress, and slogans are trademarks of Biotech Sciences. Buyer shall not use any such marks without Biotech Sciences's prior written consent, and all goodwill arising from any such use inures solely to Biotech Sciences. Nothing in these Terms grants Buyer any right to use, depict, photograph, film, or otherwise reproduce Biotech Sciences's name, marks, trade dress, Product packaging, or Product vials, or to suggest endorsement, affiliation, partnership, or sponsorship by Biotech Sciences, in any marketing, advertising, promotional, or public-communications material. Buyer's obligations under this Section 16.2 shall be read together with the public-communication restrictions in Section 11(i).

16.3 Feedback. Any suggestions, ideas, improvements, or feedback provided by Buyer regarding the Site, Biotech Sciences Content, or Products may be used by Biotech Sciences for any purpose without restriction, attribution, or compensation to Buyer.

17. Confidentiality

Each Party may disclose to the other information that is confidential or proprietary, including pricing, formulations, technical specifications, customer lists, and verification records ("Confidential Information"). Each Party shall (a) use the other's Confidential Information solely for purposes of performing under these Terms, (b) protect such information with at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care, and (c) not disclose such information to any third party except to its employees, advisors, and contractors with a need to know and bound by comparable obligations of confidentiality. This Section survives termination for three (3) years, except that trade secrets are protected for so long as they remain trade secrets under Applicable Law.

18. Privacy and Electronic Communications

Biotech Sciences's collection and use of personal information in connection with the Site is described in the Biotech Sciences Privacy Policy, which is incorporated herein by reference. By creating an account or placing an Order, Buyer consents to receive electronic communications from Biotech Sciences (including via email and, where Buyer has opted in, SMS) for transactional, account, and marketing purposes, in accordance with applicable CAN-SPAM and TCPA rules and Buyer's opt-in preferences. Buyer may opt out of marketing communications at any time by following the unsubscribe instructions included in those communications. Transactional and account communications may continue regardless of opt-out status.

19. Force Majeure

Neither Party shall be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, fire, flood, epidemic or pandemic, war, terrorism, civil disturbance, governmental action, embargo, shortage of materials, labor disputes, carrier failure, internet or utility outage, or supply-chain disruption. The affected Party shall use commercially reasonable efforts to mitigate the effect of any such event.

20. Term; Suspension; Termination

20.1 Term; Effective Date. These Terms become effective with respect to Buyer, and constitute a binding agreement between Buyer and Biotech Sciences, upon the earliest to occur of: (a) Buyer's completion, electronic signature, and submission of the Biotech Sciences account registration form (the "Account Registration Form"), including Buyer's affirmative acknowledgment (by checkbox or equivalent mechanism) of agreement to these Terms and any other referenced policies; (b) Biotech Sciences's approval of Buyer's account; (c) Buyer's placement of an Order; or (d) Buyer's acceptance of delivery of any Product. Once effective, these Terms continue in force until terminated as provided in this Section 20.

20.2 Termination by Buyer. Buyer may terminate its account at any time by providing written notice to Biotech Sciences, provided that such termination does not relieve Buyer of any payment, indemnification, or other obligation accrued prior to termination.

20.3 Termination or Suspension by Biotech Sciences. Biotech Sciences may, in its sole discretion, with or without prior notice, suspend, limit, or terminate Buyer's account, access to the Site, or ability to place Orders, for any reason or no reason, including without limitation (a) verification failure or suspected misrepresentation; (b) breach of these Terms; (c) any Chargeback; (d) any regulatory or card-network concern; or (e) any risk factor identified by Biotech Sciences, its payment processor, or any regulator.

20.4 Survival. The following Sections survive termination of these Terms: Sections 2, 3, 5.2, 5.3, 5.4, 5.5, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 20.4, 21, 22, 23, 24, 25, 26, and 27, together with any other provision that by its nature is intended to survive. For the avoidance of doubt, Buyer's obligations with respect to any Product remaining in Buyer's possession, custody, or control after termination — including Buyer's obligations under Sections 5, 9, 11, and 14 — continue until such Product is exhausted, disposed of, or otherwise no longer subject to these Terms.

21. Notices

All notices required under these Terms shall be in writing. Notices to Biotech Sciences shall be delivered to:

Biotech Sciences Email: support@biotechsciences.com Subject Line: "LEGAL NOTICE — [Terms of Service / Indemnification Claim / Arbitration / Other]"

Notices to Buyer shall be sent to the email address on file with Buyer's account. Notices are deemed given (a) upon personal delivery, (b) one (1) business day after deposit with a nationally recognized overnight courier, (c) three (3) business days after deposit in U.S. first-class mail, postage prepaid, or (d) upon confirmation of transmission if sent by email.

22. Dispute Resolution; Arbitration; Class-Action Waiver

22.1 Informal Resolution. Before initiating any formal proceeding, the Parties shall attempt in good faith to resolve any dispute arising out of or relating to these Terms by written notice to the other Party describing the dispute in reasonable detail. If the dispute is not resolved within thirty (30) days of such notice, either Party may proceed under Section 22.2.

22.2 Binding Arbitration. Except as set forth in Section 22.4, any dispute, claim, or controversy arising out of or relating to these Terms, the Products, or the relationship between the Parties, including the validity, scope, or enforceability of this arbitration provision ("Dispute"), shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single neutral arbitrator in Tampa, Hillsborough County, Florida, in the English language. The arbitrator shall have authority to grant any remedy available at law or in equity, subject to the limitations in Section 13. Judgment on the award may be entered in any court of competent jurisdiction. The Federal Arbitration Act, 9 U.S.C. § 1 et seq., governs the interpretation and enforcement of this Section.

22.3 Class-Action and Jury-Trial Waiver. EACH PARTY WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION, AND WAIVES ANY RIGHT TO A JURY TRIAL, WITH RESPECT TO ANY DISPUTE. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY'S CLAIMS OR PRESIDE OVER ANY FORM OF REPRESENTATIVE PROCEEDING.

22.4 Carve-Outs. Notwithstanding Section 22.2, either Party may (a) bring an individual action in small-claims court in Hillsborough County, Florida, if the dispute qualifies; (b) seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual-property rights, Confidential Information, or to enforce the restrictions in Sections 5.2, 11, and 16; and (c) pursue collection of undisputed amounts due in a court of competent jurisdiction.

22.5 Opt-Out. Buyer may opt out of this Section 22 by sending written notice to Biotech Sciences at the address in Section 21 within thirty (30) days after first accepting these Terms. An opt-out under this Section does not affect the enforceability of any other provision of these Terms.

23. Governing Law; Venue

These Terms are governed by, and construed in accordance with, the laws of the State of Florida, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 22, the Parties irrevocably submit to the exclusive jurisdiction of the state and federal courts located in Hillsborough County, Florida for all matters not subject to arbitration.

24. Assignment

Buyer may not assign, delegate, or transfer these Terms or any rights or obligations hereunder, by operation of law or otherwise, without Biotech Sciences's prior written consent. Any prohibited assignment is void. Biotech Sciences may assign these Terms, in whole or in part, without consent, to any affiliate or in connection with any merger, acquisition, financing, or sale of assets. These Terms bind and inure to the benefit of the Parties and their permitted successors and assigns.

25. Severability; Waiver; Remedies Cumulative

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be deemed modified to the minimum extent necessary to be valid and enforceable. No waiver of any provision of these Terms shall be effective unless in writing and signed by the waiving Party, and no such waiver constitutes a waiver of any subsequent breach of the same or any other provision. All remedies under these Terms are cumulative and not exclusive of any other remedy available at law or in equity.

26. Entire Agreement; Order of Precedence

These Terms, together with the Biotech Sciences Privacy Policy and any written agreement expressly referencing these Terms, constitute the entire agreement between the Parties regarding their subject matter and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written. Any pre-printed terms on Buyer's purchase order or other ordering document are expressly rejected and have no force or effect. In the event of any conflict between these Terms and an Order, these Terms control unless the Order expressly references and modifies the specific Section of these Terms and is countersigned by an authorized officer of Biotech Sciences.

27. Modifications

Biotech Sciences may modify these Terms at any time by posting a revised version on the Site and/or by providing notice to Buyer at the email address on file. Modifications become effective as of the "Last Updated" date of the revised version, unless a later effective date is specified. Buyer's continued use of the Site, placement of any Order, or receipt of any Product after that date constitutes acceptance of the revised Terms. If Buyer does not agree to any modification, Buyer's sole remedy is to cease use of the Site and terminate the account as provided in Section 20.2.

28. Electronic Acceptance; Authority to Bind

These Terms are accepted electronically through the Account Registration Form, which requires (a) affirmative acknowledgment, by checkbox or equivalent mechanism, that Buyer has read, understood, and agreed to these Terms and all other policies referenced in the Account Registration Form, and (b) Buyer's electronic signature.

Buyer agrees that such electronic acceptance, signature, and submission constitute a valid, binding, and enforceable signature and agreement under the Federal Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.), the Florida Electronic Signature Act, and any analogous federal or state law. The records of such acceptance and signature maintained by Biotech Sciences, including timestamps, IP address, and submission metadata, constitute admissible evidence of Buyer's agreement.

The individual completing and submitting the Account Registration Form represents and warrants that such individual (i) is of legal age and capacity, (ii) has full authority to bind Buyer and the Licensed Medical Practice identified in the Account Registration Form, (iii) intends the electronic signature to have the same legal effect as a handwritten signature, and (iv) has read and understood every provision of these Terms, including the Limitation of Liability (Section 13), Indemnification (Section 14), Arbitration and Class-Action Waiver (Section 22), and all other provisions bearing on Buyer's legal rights.

29. Contact

Questions regarding these Terms or the Products should be directed to:

Biotech Sciences LLC Tampa, Florida Email: support@biotechsciences.com Web: biotechsciences.com

By completing, electronically signing, and submitting the Account Registration Form, affirmatively checking the box indicating agreement to these Terms, creating an account, submitting an Order, or accepting delivery of any Product, Buyer acknowledges that Buyer has read, understood, and agreed to be bound by every provision of these Terms of Service.