Autoship & Recurring Purchase Agreement

1. Autoship Enrollment and Order Schedule

Customer requests recurring purchases of the products selected during enrollment or later added to Customer’s Autoship account. The product name/SKU, quantity, shipment frequency, then-current price, shipping address, and other selections shown at enrollment or in a later confirmed change are the “Order Schedule” and are incorporated into this Agreement. Autoship may be used for rapid drug tests and any other products ASC designates as eligible.

Customer represents that the person accepting this Agreement is authorized to bind Customer and to authorize the payment method provided.

2. Recurring Order and Payment Authorization

Customer authorizes ASC and its payment processors to automatically charge Customer’s designated payment method for each recurring order, including the product price, shipping/freight, taxes, and other disclosed charges, without obtaining a separate authorization for each shipment. Charges may occur when an order is processed, prepared, or released for shipment.

Customer must maintain a valid payment method and accurate billing information. A declined or failed payment does not cancel an order or any amount owed. ASC may retry the payment method, request another payment method, suspend shipments, place the account on hold, or require prepayment before further fulfillment.

3. Term; Cancellation; Changes

This Agreement begins upon Customer’s acceptance and continues until terminated in accordance with this Section. Customer may cancel Autoship by providing ASC at least sixty (60) days’ written or electronic notice through an ASC-approved cancellation method. All recurring orders scheduled to be processed or shipped during the 60-day notice period remain authorized, binding, and payable.

Cancellation does not affect any order already processed, allocated, packed, shipped, specially ordered, customized, or otherwise committed by ASC, or any amount incurred before the effective cancellation date. ASC may suspend or terminate Autoship at any time, including for nonpayment, suspected fraud, product availability, regulatory or compliance concerns, misuse, or breach of this Agreement.

Customer may request changes to products, quantities, frequency, payment method, or shipping information. A requested change is not effective until confirmed by ASC or reflected in Customer’s Autoship account. Changes may not apply to an order already in processing.

4. Pricing, Taxes, Shipping and Other Charges

Prices are the prices displayed or quoted for the applicable Order Schedule at the time of enrollment, subject to future adjustment. ASC may change pricing, shipping/freight charges, or other recurring charges prospectively by providing advance notice before the affected charge. If Customer does not wish to continue at the new pricing, Customer may cancel in accordance with Section 3; obligations already incurred and orders falling within an applicable cancellation notice period remain payable.

Customer is responsible for applicable sales, use, excise, or similar taxes and for shipping/freight charges unless ASC expressly states otherwise in writing.

5. Product Availability; Backorders; Substitutions

Autoship does not guarantee uninterrupted inventory or a specific delivery date. ASC may delay a shipment, place an item on backorder, split a shipment, discontinue an item, or offer a commercially reasonable substitute or replacement product. ASC will not make a material product substitution that changes the intended product type or test configuration without Customer approval where such approval is reasonably required. Customer remains responsible for products actually ordered and supplied.

6. Shipping, Delivery and Risk

Shipment and delivery dates are estimates unless ASC expressly agrees otherwise in writing. Customer is responsible for providing complete and accurate delivery information and for promptly updating changes. To the extent permitted by applicable law and the agreed shipping terms, risk of loss passes upon delivery to the carrier. ASC is not responsible for carrier delays, incorrect addresses supplied by Customer, refused deliveries, or events beyond ASC’s reasonable control.

7. Inspection; Returns; Noncancelable Orders

Customer must inspect shipments promptly and notify ASC of shortages, shipping errors, or visible damage within five (5) business days after delivery, or such longer period required by applicable law. Claims should include the order number, product/SKU, quantity affected, and supporting photographs or documentation when reasonably requested.

Except for an ASC shipping error, defective product covered by an applicable warranty, or as otherwise required by law, processed or shipped Autoship orders are noncancelable and nonrefundable. Returns, if authorized, are subject to ASC’s then-current written return policy and any applicable restocking, shipping, handling, or special-order restrictions.

8. Product Use and Customer Responsibilities

Customer is responsible for selecting products appropriate for its intended use and for following all product labeling, instructions, storage requirements, expiration dating, applicable laws, and professional or workplace testing requirements. Customer may not alter, relabel, misrepresent, misuse, or resell products in violation of law, product labeling, or any written restriction communicated by ASC.

9. Warranties and Disclaimer

ASC will pass through any manufacturer warranty available to Customer to the extent permitted. Except for any express written warranty provided by ASC and to the maximum extent permitted by law, products and services are provided “as is” and ASC disclaims implied warranties, including merchantability, fitness for a particular purpose, and noninfringement. Nothing in this Agreement excludes a warranty or remedy that cannot lawfully be excluded.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ASC WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF BUSINESS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO AUTOSHIP, PRODUCTS, SHIPPING, OR THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ASC’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO A PARTICULAR AUTOSHIP ORDER WILL NOT EXCEED THE AMOUNT CUSTOMER ACTUALLY PAID ASC FOR THE PRODUCTS GIVING RISE TO THE CLAIM. This limitation does not apply to liability that cannot lawfully be limited or excluded.

11. Indemnification

To the extent permitted by law, Customer will defend, indemnify, and hold harmless ASC and its affiliates, officers, employees, and agents from third-party claims, damages, losses, liabilities, costs, and reasonable attorneys’ fees arising from Customer’s misuse, unauthorized relabeling or resale, unlawful use, or material breach of this Agreement, except to the extent caused by ASC’s own negligence, willful misconduct, or other liability that cannot lawfully be shifted.

12. Force Majeure

ASC is not liable for delay or failure caused by events beyond its reasonable control, including carrier disruptions, labor shortages or disputes, supplier delays, shortages, governmental actions, epidemics, natural disasters, severe weather, cyber or utility outages, transportation interruptions, or similar events. ASC may allocate available inventory among customers in a commercially reasonable manner during a shortage.

13. Electronic Communications and Signatures

Customer consents to receive this Agreement, order confirmations, pricing notices, billing notices, cancellation confirmations, and other Autoship communications electronically at the email address or account provided. Customer agrees that clicking the required acceptance checkbox and enrollment button constitutes Customer’s electronic signature and has the same force and effect as a handwritten signature, to the extent permitted by applicable law.

14. Governing Law; Venue

This Agreement and all transactions arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, without regard to its conflict-of-laws principles. Customer irrevocably submits to the exclusive jurisdiction and venue of the state courts of competent jurisdiction located in Caddo Parish, Louisiana and, where federal subject-matter jurisdiction exists, the United States District Court for the Western District of Louisiana, Shreveport Division. Customer waives any objection based upon improper venue or forum non conveniens.

15. General Terms

This Agreement, the applicable Order Schedule, ASC’s applicable return policy, and any terms expressly incorporated at enrollment constitute the entire agreement concerning Autoship and supersede prior discussions concerning recurring shipments. If there is a conflict, a separately signed written agreement expressly stating that it overrides this Agreement controls to the extent of the conflict. Customer may not assign this Agreement without ASC’s written consent. ASC may assign this Agreement in connection with a merger, reorganization, sale of assets, financing, or transfer of the applicable business. If any provision is unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions will remain effective. Failure to enforce a provision is not a waiver. Provisions that by their nature should survive termination, including payment obligations, limitations of liability, indemnification, and dispute provisions, survive termination.