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Purchase Order Terms & Conditions

Effective Date: 17 July 2025

Materia Scientia LLC – ABN [12 653 588 053]

These Terms & Conditions apply to all Purchase Orders (“POs”) issued by Materia Scientia LLC (“the Buyer”) to suppliers (“the Supplier”). Acceptance of the PO constitutes agreement to the following:

Order Acceptance

  • The PO number must appear on all invoices, delivery dockets, and correspondence.
  • Commencement of supply, shipment, or invoicing is deemed acceptance of this PO and
    these terms.

Price & Payment

  • Prices are fixed as stated in the PO and are inclusive of all taxes, duties, and charges unless
    otherwise agreed.
  • Payment terms are 45 days EOM from receipt of a valid tax invoice and satisfactory delivery.
  • Invoices must comply with Australian GST requirements.

Delivery

  • Goods must be delivered in full, on time, and to the location specified in the PO.
  • Partial deliveries require prior written approval.
  • Delivery must include all relevant safety data sheets (SDS), certificates of analysis (COA), and
    compliance documents.

Quality & Compliance

  • Goods must meet the specifications, standards, and requirements set out in the PO.
  • Supplier warrants compliance with REACH, GHS, ISO standards, and any applicable Australian laws and regulations.
  • Non-conforming goods may be rejected at Supplier’s expense.

Packaging & Labelling

  • All goods must be properly packed, labelled, and protected to prevent damage or leakage
    during transit.
  • Dangerous goods must comply with ADG Code and relevant international shipping
    requirements.

Risk & Title

  • Risk remains with the Supplier until delivery and written acceptance by the Buyer.
  • Title passes to the Buyer upon full delivery and acceptance.

Warranty

  • Supplier warrants goods are free from defects in material and workmanship and fit for the intended purpose.
  • Defective goods may be returned at Supplier’s cost for repair, replacement, or credit.

Termination

  • Buyer may cancel this PO in whole or part at no cost if Supplier fails to meet delivery, quality, or compliance obligations.
  • Buyer may also cancel by giving reasonable notice where circumstances (e.g., regulatory restrictions, force majeure) require.

Confidentiality

All information shared under this PO is confidential and may not be disclosed without
Buyer’s consent.

Governing Law

This PO and related transactions are governed by the laws of Western Australia, Australia.