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Section Technical scientific assistance

Sales representative
Sara Sanesi
Internal(reference
sara.sanesi@mxns.com)
Customer service
Sabrina Goegan (sabrina.goegan@mxns.com) (+39) 0423 7177

2020-OFF-001617 Rev: 1 of 01/29/2020


Page of 13
1

Messrs
S.C. ICA
RESEARCH&DEVELOPMENT (ICA
R&D) S.R.L
SPLAIUL INDIPENDENTEI, NR.
Tel +40 21 202,SECTOR 6
060021 BUCARESTI
3160144 Romania
Fax +40 21
3136378
To the kind attention of
Resana 29/01/2020

Quot. n. 2020-OFF-001617 Rev: 1 of 01/29/2020


(please indicate this code, when sending the samples)

Object Analyses on your plastic bag

In response to your enquiry, for which we thank you, we are pleased to make you our best offer.

Validity of the offer specific conditions from 29/01/2020 till 27/01/2021


Currency Euro
Economic conditions VAT excluded As described in the following table

Payment Conditions Bank transfer - 60 days end of month following invoice

Internal references

Report digitally signed in accordance with Legislative Decree No.82 of March, the 7th, 2005 and s.m.i
CHELAB S.r.l. Socio Unico, Company subject to the direction and coordination of Mérieux NutriSciences Corporation
Head Office via Fratta 25, 31023 Resana, Italy phone +39 0423 7177 fax +39 0423 715058 e-mail contact.italy@mxns.com web site merieuxnutrisciences.eu
VAT n. IT01500900269 R.E.A Treviso 156079 fully paid up € 103.480,00

Mod. 2029/SQ rev. 0


Descriptive table

Code Description Method


Units Qty Amount
LoQ
/ RL

PHYSICAL-MECHANICAL ANALYSES
C000115.1 CHEMICAL-PHYSICAL ANALYSIS 1 231,20

C000115.1\2 PRODUCT ANALYSIS - PHYSICAL TESTS 1 15,30


C000115.1\3 MEDIUM WEIGHT FOR PIECE MP 1433 rev 2 g 1 2,55
2013
C000115.1\4 ROLL WEIGHT MP 1433 rev 2 g 1 2,55
2013
C000115.1\1 THICKNESS (PLASTIC MATERIALS) 1 32,30
MIMIMUM THICKNESS ISO 4593:1993 µm
MEDIUM THICKNESS ISO 4593:1993 µm
STANDARD DEVIATION ISO 4593:1993 µm
MAXIMUM THICKNESS ISO 4593:1993 µm
APPLIED POWER ISO 4593:1993 N
FOOT PRESSURE DIAMETER ISO 4593:1993 mm
TOTAL NUMBER OF ANALYZED SPECIMENS ISO 4593:1993
SPECIMEN LENGHT ISO 4593:1993 mm
NUMBER OF MEASUREMENTS ISO 4593:1993
C000115.1\6 LACERATION RESISTANCE 1 89,25
TYPE OF TEST SPECIMEN UNI EN ISO
6383-2:2005
LONGITUDINAL TEARING RESISTANCE - AVERAGE UNI EN ISO N
6383-2:2005
LONGITUDINAL TEARING RESISTANCE - AVERAGE UNI EN ISO N/mm
6383-2:2005
TRANSVERSE TEARING RESISTANCE - AVERAGE UNI EN ISO N
6383-2:2005
TRANSVERSE TEARING RESISTANCE - AVERAGE UNI EN ISO N/mm
6383-2:2005
TOTAL NUMBER OF ANALYZED SPECIMENS UNI EN ISO
6383-2:2005
NUMBER OF SPECIMENS IN EACH GROUP - LONGITUDINAL UNI EN ISO
DIRECTION 6383-2:2005
NUMBER OF SPECIMENS IN EACH GROUP - TRANSVERSE UNI EN ISO
DIRECTION 6383-2:2005
C000115.1\5 TRACTION TEST 1 89,25
LONGITUDINAL BREAKING LENGTHENING UNI EN ISO %
527-1:2012 + UNI
EN ISO 527-3:1997
LONGITUDINAL BREAKING LOAD UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
TRANSVERSAL BREAKING LENGTHENING UNI EN ISO %
527-1:2012 + UNI
EN ISO 527-3:1997
TRANSVERSAL BREAKING LOAD UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
TRACTION SPEED UNI EN ISO mm/min
527-1:2012 + UNI
EN ISO 527-3:1997
Code Description Method Units Qty Amount
LoQ
/ RL

CLAMPS DISTANCE UNI EN ISO mm


527-1:2012 + UNI
EN ISO 527-3:1997
SPECIMEN WIDTH UNI EN ISO mm
527-1:2012 + UNI
EN ISO 527-3:1997
TRANSVERSAL YELD STRESS UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
LONGITUDINAL YELD STRESS UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
TRANSVERSAL MODULUS OF ELASTICITY UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
LONGITUDINAL MODULUS OF ELASTICITY UNI EN ISO MPa
527-1:2012 + UNI
EN ISO 527-3:1997
TRANSVERSAL YELD STRAIN UNI EN ISO %
527-1:2012 + UNI
EN ISO 527-3:1997
LONGITUDINAL YELD STRAIN UNI EN ISO %
527-1:2012 + UNI
EN ISO 527-3:1997

MIGRATION TESTS

PS0004748.1 OVERALL MIGRATION IN MPPO 1 212,50

PROCEDURE FOR MIGRATION IN MPPO < 24 HOURS / ON UNI EN 1186:2003


SAMPLE AS IT IS
CONDITIONS OF CONTACT / ON SAMPLE AS IT IS
TYPE OF CONTACT
TIME = 10 d (days) d (days)
TEMPERATURE = 40 °C °C
OVERALL MIGRATION > 24 H (IN MPPO) / ON SAMPLE AS IT IS

OVERALL MIGRATION 1st TEST UNI EN 1186:2003 10 mg/kg


OVERALL MIGRATION 2nd TEST UNI EN 1186:2003 10 mg/kg
OVERALL MIGRATION 3rd TEST UNI EN 1186:2003 10 mg/kg
MEDIUM OVERALL MIGRATION UNI EN 1186:2003 10 mg/kg

C000116.1 SPECIFIC MIGRATION IN MPPO 1 392,70

C000116.1\13 CONDITIONS OF CONTACT SPECIFIC MIGRATION / ON 1 110,50


SAMPLE AS IT IS
SURFACE-TO-VOLUME RATIO SPECIFIC MIGRATION UNI EN cm²/ml
13130-1:2005
MIGRATION CONTACT TYPE UNI EN
13130-1:2005
SPECIFIC MIGRATION TIME = 10 d (days) UNI EN d (days)
13130-1:2005
SPECIFIC MIGRATION TEMPERATURE = 40 °C UNI EN °C
13130-1:2005
Code Description Method Units Qty Amount
LoQ
/ RL

C000116.1\9 PRIMARY AROMATIC AMINES (LMBG) / IN MPPO SIMULANT UNI EN 0,005 mg/kg 1 136,00
13130-1:2005 +
LMBG § 35 L
00.00-6
1:1995/COR:2002
C000116.1\3 SAMPLE PREPARATION PROCEDURE FOR MACRO AND 1 68,00
MICRO ELEMENTS FOR MPPO EXTRACTION / IN MPPO
SIMULANT
C000116.1\2 SAMPLE PREPARATION PROCEDURE FOR DETERMINING 1 17,00
MACRO AND MICRO ELEMENTS / IN MPPO SIMULANT
C000116.1\8 ALUMINIUM / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1895 rev 0 2010
C000116.1\4 BARIUM / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\7 COBALT / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\10 IRON (ICP) / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\6 LITIUM / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\5 MANGANESE / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\12 NICKEL / IN MPPO SIMULANT UNI EN 0,001 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\11 COPPER / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014
C000116.1\1 ZINC / IN MPPO SIMULANT UNI EN 0,01 mg/kg 1 6,80
13130-1:2005 + MP
1663 rev 4 2014

PURCHASE ORDER CONFIRMATION


If our proposal is accepted we will kindly ask you to duly write out and sign the last page of this document
(ACCEPTANCE ORDER FORM) and attach it to samples. The quotation will be considered however
entirely accepted at the arrival of the relevant samples at our test facility.
SAMPLES SHIPMENT
We kindly ask you to give us all information attached to the samples to correctly login them and avoid
mistakes, misunderstanding and delay in delivering results.
Samples have to be shipped with a document in which following information have to be present:
• name of company to which test report has to be issued
• name of company to which invoice has to be issued, if different from accountholder of test report
• clear and complete description of samples to insert in test report
• number of reference offer (if available)
• requested analysis, with reference to codes present in the offer (if available)
Samples for which both physical-chemicals and microbiological tests are required have to be sent in two
separate portions.
Samples have to be shipped to the laboratory in conditions which will ensure integrity and preservation
of chemical, physical and microbiological properties.
Samples have to be shipped to the following address:
Chelab s.r.l., a Mérieux NutriSciences company
c.a. Consumer Goods Laboratory
Via Castellana 118, 31023 Resana (TV)
MINIMAL QUANTITY OF SAMPLE
The needed minimal quantity of sample depends on the type and number of required analysis: contact
your customer care service for this information.
URGENT SERVICE TEST
Occasional urgencies have to be previously agreed with your customer care service, and they are subject
to additional charge.
Urgencies that have not been agreed with customer care will not be assured.
TEST REPORT
Test report will be sent in electronic format to e-mail address that you will communicate us. They are
digitally signed.
Test reports will be issued in English. If you need test report in languages different from English, please
ask to your customer care service. Languages different from English or Italian could be subject to
additional charge.
When sending the samples, please indicate the offer number and the code of the requested
analyses.

NOTE FOR THE INVOICING: if your purchase order number shall appear in our invoices, please send
a copy of your order to ordcli@mxns.com.

The economical conditions for extra services and/or for services which have not been previously agreed
will be defined with our sales manager indicated in the offer.

At http://b2b1.merieuxnutrisciences.it/servizi_web/analisi.asp it is possible to verify through the code and /


or name of the offered article the method adopted by Chelab S.r.l for the analysis.
The acceptance of the offer implies the acceptance of "Terms and conditions of services" (included into the
offer) and "Technical conditions of service" of Chela S.r.l., à Mérieux NutriSciences Company. They are
also available in our web site www.chelab.com or can be required to our Sales office.

Particular derogation from "Terms and conditions of services" must be agreed by writing between the
parties and has to be reported in the quality plan of the Customer.
Chelab S.r.l. can modify at any time the "Terms and conditions of services" and "Technical conditions of
service" by publishing the new versions in the website www.merieuxnutrisciences.it.
Particular modifications to be performed on valid Customer's quality plans shall be be agreed by writing
beween the parties and imply the revision of the Customer's quality plan.

If you accept our offer, please contact our internal reference and send back the offer form signed. Anyway,
the offer will be considered accepted when the samples arrive in our laboratory. Chelab can renew the
contract for the years following the expiry date.

Chelab S.r.l quality system updates constantly the adopted methods in order to optimize the services.

Chelab S.r.l is a laboratory ACCREDIA accredited according to the standard UNI CEI EN ISO IEC
17025:2005. Unless otherwise specified in this offer, the tests are intended to be performed according to
the management and technical requirements of the UNI CEI EN ISO/IEC 17025:2005. The list of the
accredited tests is available at the following links: www.merieuxnutrisciences.it and www.accredia.it.
The scope of accreditation indicated in the offer is updated on the date of the offer.Please, control the
scope of accreditation on the ACCREDIA web site, www.accredia.it
MÉRIEUX NUTRISCIENCES TERMS AND CONDITIONS FOR SERVICES
(version September 2019)

1. SCOPE
1.1. These terms and conditions (the "Terms") between Chelab S.r.l. ("Mérieux NutriSciences") and the customer (the "Customer")
requesting certain Services (as defined below), govern the relationship between Mérieux NutriSciences and Customer, and the terms on which
the Services are provided to Customer.
1.2. A "Service Order" is any document, in any media, including via the Internet that sets out the services to be provided to Customer by
Mérieux NutriSciences or its agents (the "Services"). Customer agrees that when Customer signs or submits a Service Order or otherwise
indicates Customer's acceptance, as the context requires, an agreement will be formed between Customer and Mérieux NutriSciences for the
provision of the Services which will be governed exclusively by these Terms.
1.3. If, and only to the extent specified in a Service Order, Services may include as the case may be, but are not limited to, the provision
by Mérieux NutriSciences to Customer of access to and use of the Internet platform MyMXNS and/or the MyMXNS mobile software application
and/or any other software application accessed via an Application Platform (as defined below), subject to the applicable terms and conditions on
the Application Platform, which is offered by Mérieux NutriSciences for use by its customers (collectively, with any updates or enhancements
thereto, the "Software Applications"). As used herein, (i) "Application Platform" means the host system, Internet infrastructure and services
platform and any other communication systems, network connections and interfacing capabilities used by Mérieux NutriSciences in order to
enable the provision of a Software Application; (ii) "Software System" means, collectively, any Software Application and the related Application
Dashboard and Application Platform; and (iii) "Application Dashboard" means an online user interface used to access a Software Application
and organize and display Customer information generated by, uploaded to or stored within any Software System.

1.4. If for any reason the Service Order is not signed by Customer, Mérieux NutriSciences is entitled to assume that any conduct by
Customer or Customer's agents that recognizes the existence of a contract pertaining to the subject matter of the Service Order, including but
not limited to Customer providing samples to Mérieux NutriSciences for analysis and/or the performance of any Service by Mérieux
NutriSciences for the benefit of Customer, is acceptance by Customer of these Terms. Nothing in these Terms prevents Mérieux NutriSciences
from providing similar services to those contemplated herein or in any Service Order to other clients.
1.5. The provisions of these Terms and Conditions shall not be altered, amended or superseded by Customer's submission of
documents in its acceptance of this order, including but not limited to submission of a Service Order with varying or conflicting terms and
provisions.

2. MÉRIEUX NUTRISCIENCES' RESPONSIBILITIES


2.1. Mérieux NutriSciences shall perform the Services in a professional manner, using a degree of care and skill consistent with
applicable practices, laws, and regulations.
2.2. Mérieux NutriSciences shall provide Customer with the outcome of any Services performed, except for Software Applications
("Results"). Mérieux NutriSciences will report the Results to Customer in an agreed form ("Service Report"). Customer understands and agrees
that the Results and any Service Reports will be based solely upon the information and materials Customer supplies to Mérieux NutriSciences,
or the facilities or operations Customer makes available to Mérieux NutriSciences. Each Service Report relates exclusively to the sample
analyzed by Mérieux NutriSciences. Mérieux NutriSciences shall have no liability for any errors, deficiencies, or omissions in any Services
provided to Customer that are based on inaccurate or incomplete information provided to Mérieux NutriSciences. The Results and Service
Reports are intended for use by persons having professional skill and training in the interpretation of such information. Interpretation of any
Results or Service Report is at Customer's own risk. Mérieux NutriSciences disclaims and assumes no responsibility, and Customer hereby
waives and releases Mérieux NutriSciences, its employees, agents and representatives from all actions, proceedings, suits, causes of action,
arbitration, verdicts and judgments either at law or in equity or arising under a statute, demands, claims of any nature, costs and expenses or
otherwise resulting from interpretation and use of such Results or Service Reports or Customer's use or non-use of any Application Platform
and any data or information in connection therewith. Customer understands and agrees that in the event of a discrepancy between information
set forth in a Software Application and a hard copy Service Report, such Service Report will control.

3. CUSTOMER'S RESPONSIBILITIES
3.1. Customer hereby represents and warrants that it has the full right and authority to enter into the Service Order and to be governed
by these Terms.
3.2. Customer may designate in writing third parties who are authorized to receive copies of Results or Service Reports, and
Mérieux NutriSciences is entitled to assume that they are so authorized until Mérieux NutriSciences is notified in writing otherwise.
3.3. Customer shall allow Mérieux NutriSciences' employees, agents, and representatives reasonable access to Customer's facilities as
necessary to perform the Services. Customer shall be responsible for providing a safe work place and working conditions for Mérieux
NutriSciences' employees, agents, and representatives. Any hazardous or toxic materials to which Mérieux NutriSciences' agents or employees
may be exposed during the performance of the Services shall be properly stored and labeled by Customer in accordance with applicable laws
and regulations.
3.4. Customer agrees that all decisions regarding which Services are required related to Customer¿s products or business is solely
Customer's responsibility. While Mérieux NutriSciences may provide advice and recommendations, Customer must decide whether the specific
Service is appropriate for Customer's circumstances and intended use of the Results, Service Reports or Software Applications. Customer
represents and warrants that (i) it has sufficient and reasonable commercial knowledge and experience with respect to all international, federal,
state and local laws and regulations (the "Laws") related to its products and business, (ii) that Customer is in material compliance with all
applicable Laws, including but not limited to, export and data privacy laws and regulations of any relevant jurisdiction with respect to Customer's
use of any Software Application and the related Software System.

3.5. Customer assumes all responsibility for the compliance of its products and the compliance by any and all persons or entities
authorized by Customer to provide Customer Content (as defined below) (collectively, "Third Party Content Providers") under any and all
applicable Laws.
3.6. Customer acknowledges and agrees that implementing a withdrawal or recall of products based on the Results, including
interim or preliminary Results, is Customer¿s sole responsibility and at Customer's sole risk.
3.7. Customer shall only permit Customer Content (as defined below) to be provided to Mérieux NutriSciences to the extent for which
Customer has all permissions, approvals and legal rights necessary to provide such Customer Content for use by Mérieux NutriSciences and
storage within any applicable Software System, and Customer represents and warrants that all Customer Content provided in connection
herewith does not and will not infringe or otherwise violate any third party intellectual property rights or applicable law. Customer shall be solely
responsible for any legal liability arising out of or relating to Customer Content. "Customer Content" means data, reports, test results,
audits, certificates, documents, protocols, methods or other information provided to Mérieux NutriSciences in any form or uploaded to any
Software System by or on behalf of Customer, but expressly excluding any Confidential Information of Mérieux NutriSciences.
3.8. Subject to compliance with the applicable privacy and personal data protection regulations, Mérieux NutriSciences shall have the
right to use, on a de-identified or aggregated basis, any data contained in the Customer Content; provided, however, that no such use shall
identify or otherwise be linked to Customer. Mérieux NutriSciences may make available to third parties the analytical and statistical information
derived from such data. Customer hereby grants Mérieux NutriSciences the following perpetual, non-exclusive, irrevocable, paid-up, royalty
free, sublicensable, transferable and worldwide licenses: (a) to access, store, reproduce, distribute, display, process, develop, create derivative
works of, and use Customer Content as described above and to generate data therefrom; and (b) to make, have made, sell, offer for sale, use,
import, reproduce, distribute, display, perform, and make derivative works of such data provided that such use does not identify the Customer.

4. CONTROL OF MATERIALS
4.1. Customer acknowledges that, due to the nature of the Services to be conducted, Mérieux NutriSciences shall be under no obligation
at any time to return or dispose of samples or other materials provided by Customer to Mérieux NutriSciences for testing or analytical services.
Samples and materials provided by Customer may be destroyed by Mérieux NutriSciences upon completion of the Services or after a retention
period determined by Mérieux NutriSciences.
4.2. Mérieux NutriSciences shall retain all Service Reports and Results for at least four (4) years from the date the Services are
performed, or as otherwise required by law (the "Retention Period"). Within a reasonable period of time following submission of a written request
by Customer at any time during the Retention Period, Mérieux NutriSciences shall deliver to Customer in raw data format any Customer Content
uploaded and stored by Customer within a Software System. Upon the expiration of the Retention Period, Mérieux NutriSciences will have the
right to destroy or otherwise dispose of any and all records relating to the Services in its possession. Customer will pay all reasonable expenses
incurred by Mérieux NutriSciences in transferring Customer Content and other records to Customer.

5. PAYMENT
5.1. Unless otherwise stated in the Service Order, all prices for the Services are expressed in Euro, and all amounts payable are
exclusive of tax. Unless otherwise stated in the applicable Service Order, Customer shall pay Mérieux NutriSciences for performance of the
Services and all related expenses in accordance with Mérieux NutriSciences' invoices, which shall be paid within thirty (30) days of the date of
invoice. Any balance remaining unpaid after the due date may be subject to a service charge of 1 % per month until paid, but in no event shall
such charge exceed the rate permitted by applicable law. Customer's failure to make payments within forty-five (45) days of the date of invoice
shall be deemed an event of default under these Terms. If legal action or collection proceedings are necessary to enforce Customer's payment
obligations, Customer shall be liable for Mérieux NutriSciences' costs of collection, including any collection agency retention costs, court costs
and attorney's fees. Mérieux NutriSciences reserves the right, prior to performing any Services, to require from Customer satisfactory security
for performance of Customer's obligations. If Customer fails to furnish satisfactory credit information, or if its account is in arrears, Mérieux
NutriSciences may, at its option, defer further performance or terminate any outstanding Service Orders. All payments and in general the
formalities in the offer required to be paid by Customer must be performed, any exception being removed and waived as agreed in the
"estoppel" clause ("solve et repete" art. 1462 of the Italian Civil Code).

6. CONFIDENTIALITY AND INTELLECTUAL PROPERTY


6.1. Without prejudice to the right granted to Mérieux NutriSciences to use the Customer Content under these Terms, neither party may
disclose the other party¿s confidential information, including these Terms and any detail related to the Service Orders, to any third party, other
than its duly authorized representatives, affiliates, employees or agents who have a need to know for the purpose of the Service Order and who
are bound by the obligations stated herein without prior written consent of the discloser. The confidentiality and non-use obligations hereunder
shall not apply to information which (a) was in possession of the recipient prior to transmission by the discloser; (b) was or became accessible
to the public through no fault of the recipient; (c) the recipient receives in good faith from a third party entitled to disclose it; or (d) is
independently developed by the recipient, without reference to information received hereunder. In the event that either party is required by
mandatory reporting obligations, applicable law or regulation or by legal process to disclose any confidential information, such party shall
provide the other party with prompt notice of such request, unless otherwise prohibited. The confidential information of Mérieux NutriSciences
expressly includes, without limitation, the Software Systems and the intellectual property related thereto. If required by law to make any
disclosures, Mérieux NutriSciences reserves the right to seek reimbursement from Customer for reasonable costs associated with the
preparation and submission of Results, Service Reports or other Customer confidential information.

6.2. Any Service Report or Results furnished by Mérieux NutriSciences is furnished solely for the benefit of Customer and the contents
of any such Service Report or Results shall be the confidential property of Customer. Customer shall not at any time misrepresent the content
of any Service Report, Results, or other information received from or relating to Mérieux NutriSciences or its work on behalf of Customer.
6.3. Customer shall not, without Mérieux NutriSciences' prior written consent, (i) use Mérieux NutriSciences' name, trademark, or logo; or
(ii) use any Results or Service Report in any manner which may cause harm to Mérieux NutriSciences' reputation and/or its business.
6.4. Mérieux NutriSciences, and/or its third party providers and licensors, shall at all times retain ownership of all rights, title and interest in
and to all Application Platforms, Software Applications, Application Dashboards and any copies and parts thereof (including all enhancements,
revisions, updates, modifications, supplements, interim works and derivative works thereto), any related technical know-how and all copyright,
patent and other intellectual property rights therein. Customer understands that, from time to time, Customer may provide information to
Mérieux NutriSciences on which Mérieux NutriSciences may partly rely to design, structure or develop a modification, improvement, or update to
the Software System ("Developments"). Customer hereby consents to Mérieux NutriSciences¿ use of such information to design, to structure or
to determine the scope of such Developments and acknowledges and agrees that any such Developments shall be, and shall remain, the sole
and exclusive property of Mérieux NutriSciences. Customer will have no rights, ownership or interest in or to any Software System except for
(as applicable) a limited license for use, and Mérieux NutriSciences expressly reserves all rights not otherwise specifically granted thereunder.

6.5. Customer will retain intact and will not modify or remove any of Mérieux NutriSciences' or its licensors' or providers' trademarks,
service marks, logos, copyright and/or trademarks designators or makings, ownership indicators from any Service Reports or other report
forms, splash or display screens, printout pages, or other forms of retrieved data or displays of any Software System. Customer acknowledges
and agrees that any reporting from third party who claims ownership of rights on the Software Applications or who considers the Software
Applications to be in public domain shall not be considered by Customer true or in any case as a valid reason to not respect the provisions of
the Contract.

6.6. Except to the extent specifically set forth in these Terms or in a Service Order, no right to license whatsoever, either express or
implied, is granted under any copyright, trade secret, trademark, trademark application, patent, patent application, or any other proprietary
right now or
hereafter owned or controlled by Customer or Mérieux NutriSciences.

7. LIMITATION OF LIABILITY
7.1. EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY HEREIN AND TO THE FULLEST EXTENT PERMITTED BY LAW,
ALL TERMS, CONDITIONS, AND WARRANTIES (INCLUDING, WITHOUT LIMITATION, ANY WARRANTY AS TO MERCHANTABLE
QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, CONDITION OF SATISFACTORY QUALITY, NON-INTERFERENCE,
ACCURACY OF INFORMATIONAL CONTENT, OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR TRADE PRACTICE)
RELATED TO THE SERVICES, A SERVICE ORDER, THESE TERMS OR OTHERWISE ARE DISCLAIMED AND EXCLUDED UNLESS THE
EXCLUSION OF ANY SUCH WARRANTIES WOULD CONTRAVENE APPLICABLE LAW OR CAUSE ANY PART OF THESE TERMS TO
BE VOID. THE REMEDIES, OBLIGATIONS, AND LIABILITIES OF MÉRIEUX NUTRISCIENCES HEREUNDER ARE EXCLUSIVE.

7.2. THE SOFTWARE SYSTEMS DESCRIBED HEREIN, AS WELL AS ANY UPDATES, MODIFICATIONS AND OTHER MATERIALS,
AND SERVICES WILL CONFORM TO THE SPECIFICATIONS FOR A TERM EQUAL TO THE WARRANTY PERIOD STATED IN THE
SOFTWARE SYSTEMS¿ USER DCOUMENTATION. CUSTOMER ESPRESSLY ACKNOWLEDGES AND AGREES THAT, EXCEPT AS
STATED IN THE FOREGOING SENTENCE, THE SOFTWARE SYSTEMS DESCRIBED HEREIN, AS WELL AS ANY UPDATES,
MODIFICATIONS AND OTHER MATERIALS, AND SERVICES ARE PROVIDED TO CUSTOMER ON AN "AS IS" AND "AS AVAILABLE"
BASIS WITHOUT WARRANTY OF ANY KIND. IN ADDITION, CUSTOMER EXPRESSLY AGREES THAT ACCESS TO THE SOFTWARE
SYSTEMS MAY BE LIMITED OR UNAVAILABLE DURING PERIODS OF PEAK DEMAND, SOFTWARE SYSTEM UPGRADES,
MALFUNCTIONS, OR SCHEDULED OR UNSCHEDULED MAINTENANCE OR FOR OTHER REASONS. MÉRIEUX NUTRISCIENCES
MAKES NO WARRANTIES REGARDING, AND DISCLAIMS ALL LIABILITY FOR, THE ACTS OR OMISSIONS OF THIRD PARTIES, ANY
MATERIALS PROVIDED BY THIRD PARTY LICENSORS, HOSTS OR PARTNERS, ARRANGEMENTS WITH THIRD PARTIES, OR USE OF
THIRD PARTY SITES, SYSTEMS OR SERVICES.

7.3. Mérieux NutriSciences' liability to Customer for breach of these Terms, any implied warranties, or for any negligence or other
wrongdoing in the performance of the Services or otherwise related hereto, is limited at the Customer's option, to either re-performing the
Service or refunding the total fee paid in respect of that part of the Service.
7.4. Mérieux NutriSciences will under no circumstances be liable to Customer for any indirect, special, incidental, punitive or
consequential loss or damage in any way.
7.5. The Results of the Services performed according to the Service Order are not pre-determined or certain. The validation of Results is
a set of experiments, each with an unknown outcome. Mérieux NutriSciences does not guarantee, either express or implied, that the Results will
meet the acceptance or other criteria set out by Customer, and Mérieux NutriSciences does not accept responsibility for failure to meet any
acceptance or other criteria.

8. INDEMNITY
8.1. Mérieux NutriSciences agrees to defend, indemnify and hold harmless Customer, its directors, officers, representatives, agents,
employees and contractors from and against any and all claims, demands, costs, (including but not limited to reasonable attorneys' fees) or
other cause of action (collectively "Claims") if Mérieux NutriSciences has received written notice thereof not later than six (6) months after the
date of the Customer's knowledge of the relevant Claim which (i) is the proven direct result of Mérieux NutriSciences¿ gross negligence, willful
misconduct or fraud in connection with the performance of the Services or (ii) results from a third party claim that any Software Application in
unmodified form infringes or misappropriates such third party's proprietary intellectual property rights; provided, however, that the indemnity in
this subparagraph shall not apply if the alleged infringement arises from: (A) use of Software Application other than within the applicable
Software System; (B) use of any Software Application that has been modified or merged by Customer with other programs; (C) Mérieux
NutriSciences following the designs, specifications or written instructions of Customer; (D) the use of any Software Application in combination
with other software or hardware not provided or approved by Mérieux NutriSciences; or (E) the Customer Content processed by or stored within
the Software Application.

8.2. Customer agrees to defend, indemnify and hold harmless Mérieux NutriSciences, its affiliates and their respective officers, agents,
employees, representatives and contractors from and against any and all Claims arising out of or relating to (except to the extent of any required
indemnity of Customer by Mérieux NutriSciences pursuant to Section 8.1 above) (i) the performance of the Services in accordance with these
Terms or any Service Order; (ii) Customer's use of any products reviewed or analyzed by Mérieux NutriSciences; (iii) the use of the Results or
Service Reports or any other data or analysis provided by Mérieux NutriSciences hereunder; (iv) any Customer Content; or (v) any unauthorized
use of or access to the Software Systems.

9. GENERAL CONDITIONS
9.1. These Terms and any open Service Orders may be terminated by Mérieux NutriSciences with thirty (30) days written notice. If the
Terms or any outstanding Service Orders are terminated, Mérieux NutriSciences shall be paid in full for all Services performed through the
termination date, and the Customer shall be provided with a report of Services conducted prior to termination.
9.2. Customer may not delegate, assign, or transfer obligations or interest in these Terms or any Service Order without the prior written
consent of Mérieux NutriSciences. Mérieux NutriSciences may assign or transfer some or all of its rights at any time to an affiliate provided
such affiliate assumes Mérieux NutriSciences' obligations hereunder.
9.3. Mérieux NutriSciences may subcontract some Services to qualified third parties in accordance with the Technical Conditions of Service.
9.4. Mérieux NutriSciences shall not be liable for delays or other problems caused by unforeseen circumstances, compliance with
governmental requests, laws, regulations, or breakage or failure of equipment or apparatus, or any other event beyond the reasonable control
of Mérieux NutriSciences.
9.5. The relationship between the parties hereunder is of independent contractor and principal. No partnership, joint venture or
agency is created through the provision of the Services.
9.6. Each party, at its own expense, shall maintain adequate insurance coverage throughout the commercial relationship between the parties.
9.7. These Terms and any Service Orders represent the entire agreement between Customer and Mérieux NutriSciences and supersede
all negotiations, representations or agreements, written or oral. In the event of any inconsistency, these Terms will prevail over the Service
Order, unless otherwise stated on the Service Order, and over any terms and conditions included in Customer's purchase order or any other
document unless expressly accepted by Mérieux NutriSciences in writing. The obligations set forth in Sections 2.2, 3.1, 3.4, 3.5, 3.6, 3.7, and
3.8, and Articles 1, 4, 6, 7, 8, 9, 10 and 11 shall survive the termination of the commercial relationship between the parties.
9.8. In the event that any of the provisions of these Terms are or become null or void, such provisions shall be deemed to have been
deleted from these Terms and the remaining provisions hereof shall remain valid and enforceable.
10. GOVERNING LAW
10.1. The validity, interpretation and performance of these Terms and any Services Orders shall be governed by the laws (but not the
conflict of law rules) of the Italian Republic. All disputes arising out of or in connection with the present contract shall be subject to the exclusive
jurisdiction of the competent court according to the registered office of Chelab.
11. PERSONAL DATA PROTECTION
11.1. By signing this contract, the Parties mutually acknowledge and confirm that any processing of personal data deriving from the
performance of this agreement shall only be carried out for the purposes related to this performance and however pursuant to EU Regulation
2016/679 on the protection of natural persons with regard to the processing of personal data (hereinafter, the "GDPR").
11.2. In their respective capacities as independent Data Controllers, the Parties agree to comply with the provisions of the
aforementioned GDPR with particular reference to the data processing methods and the requirements of this data. Each Party, insofar as it
falls with their competence, shall adopt all the technical and organisational security measures required by the applicable laws and
guidelines to protect the personal data collected to carry out the contractual activities against accidental and/or unlawful destruction and/or
accidental loss and/or damage and/or alteration and/or unauthorised disclosure and/or access.
11.3. Mérieux NutriSciences specifies that the Customer¿s data shall be processed in accordance with Legislative Decree no. 196/2003
and EU Regulation no. 2016/679, for the purposes and in the manner indicated in the "Privacy" annex which the Customer agrees to read and
sign.
12. LEGISLATIVE DECREE NO. 231/2001
12.1. Mérieux NutriSciences carries out its activities in compliance and accordance with the provisions of the Organisational Model
adopted pursuant to Leg. Decree no. 231/01; the standards of behaviour and principles of conduct are described in the Code of Ethics
available on the website, which is binding on all collaborators, consultants, associates, companies supplying goods and services, and/or
customers, both public and private.
12.2. Violation of these provisions, regardless of whether the offence was actually committed or whether it was punishable, is
considered a reason for termination of the contract due to serious breach pursuant to article 1453 of the Italian Civil Code. Reference
should therefore be made to the provisions contained in the Code of Ethics, which are understood to be binding and an integral part of
these Terms.
The Customer also agrees to immediately and directly inform the Supervisory Body of Mérieux NutriSciences at the following email address:
odv231@mxns.com, whenever it becomes aware of behaviour that could constitute a violation of the Code of Ethics.
INFORMATION NOTICE ON THE PROCESSING OF PERSONAL DATA
Privacy Policy pursuant to article 13 of EU Regulation no. 679/2016
Pursuant to article 13 of EU Regulation 2016/679 (hereinafter the "GDPR"), we wish to inform you that your personal data is and will be
processed based on principles of fairness, lawfulness, transparency and protection of your privacy and rights. In accordance with the Regulation
and in light of the fact that the personal data have been obtained directly from the data subject, we inform you of the following:

1. Data controller
The data controller is Chelab S.r.l. with registered office in Via Fratta 25, 31023 Resana (TV) Italy, Tax Code, VAT number and Treviso
Companies Registration no. 01500900269.
Any request regarding personal data may be forwarded to the Data Protection Officer at the following email address: dpo@mxns.com

2. Purpose of data processing


The Data Controller processes personal data (e.g. name, surname, tax code, VAT number, residence, domicile, email address or PEC,
telephone number, IP address, profession, bank references and payment details) communicated by you during the relationship for the following
purposes:
) to fulfil the precontractual, contractual and fiscal obligations arising from the relationship with you;
b) to fulfil the obligations provided for by law, a regulation, or community legislation or an order of the authorities;
c) to exercise the rights or a legitimate interest of the Data Controller, including the defence of legal claims;
We inform you that if you are already our Customer, we may send you commercial communications relating to the Data Controller's services and
products similar to those already used by you, unless you do not give consent (article 130, paragraph 4 of the Privacy Code).

3. Legal basis of the processing


The Data Controller processes your personal data lawfully, where the processing:
a)is necessary to fulfil the precontractual, contractual and fiscal obligations arising from the relationship with you;
b) is necessary to fulfil the obligations provided for by law, a regulation, or community legislation or an order of the authorities;
c) is necessary to exercise the rights or legitimate interest of the Data Controller, including the defence of legal claims;
d) is based on express consent.

4. Categories of recipients of personal data


Under no circumstances will your data be disseminated.
For the purposes referred to in the previous paragraph, the personal data you provide will be accessible to:
1)□employees and/or collaborators of the Data Controller appointed as data processors;
2)□third parties who carry out activities in outsourcing on behalf of the Data Controller in their capacity as data processors.
For the purposes set forth in article 2, the Data Controller may communicate your data to third parties who perform specific tasks on behalf of
our company (e.g. certification of financial statements, consultants, management of information systems, market research, sending of
correspondence, group companies belonging to Chelab); to banks and/or companies specialising in the management of collections and
payments arising from the execution of contracts; to credit protection bodies, consortia or associations, legal authorities, or supervisory bodies,
public administrations, bodies and associations. These entities shall process the data in their capacity as independent data controllers.
The updated list of data processors and persons in charge of data processing is kept at the registered office of the Data Controller.

5. Transfer of data abroad


Your personal data may be transferred to one or more subsidiaries, associated companies and companies belonging to the same group of
companies as the Data Controller, located inside or outside the European Union. The Data Controller carries out these transfers in accordance
with the applicable legislation and has adopted all the tools necessary to ensure compliance with the regulations.
In addition, we inform you that the Data Controller may use certain external service providers located in the USA for (i) the storage and hosting
of some of your data (ii) the operation of its CRM (iii) with the latter being certified "Privacy Shield".

6. Retention period
Personal data collected for the purposes indicated in paragraph 2 above will be processed and retained for the entire duration of the contractual
relationship and for the duration of the applicable statutory legal provisions.
7. Nature of data provision and consequences of refusal to provide data
The provision of your personal data for the purposes related to the fulfilment of the obligations required by the laws, regulations and community
legislation on the execution and management of contractual relationships indicated in paragraph 2 is compulsory, and the processing may be
carried out without your express consent (article 6 of the GDPR). Therefore, any refusal to provide such data will make it impossible for the Data
Controller to provide the requested service.
8. Processing method
Your personal data is processed by means of the operations specified in article 4(2) of the GDPR and namely: collection, recording,
organisation, storage, consultation, processing, modification, selection, retrieval, comparison, use, interconnection, blocking, disclosure, erasure
and destruction of personal data.
The data is processed using both paper and electronic means, either manually or with automated methods suitable to guarantee the security
and confidentiality according to the so-called principle of "data protection by default" i.e. implementation of appropriate measures aimed at
minimising the risks of data dissemination.

9. Rights and exercise methods


At any time, you may exercise the rights set forth in articles 15 (Right of Access), 16 (Ri ght to Rectification), 17 (Right to Erasure), 18 (Rights to
Restriction), 20 (Right to Data Portability) and 21 (Right to Object) of the GDPR.
You may exercise your rights by simply sending a register ed letter with acknowledgement of return to Chelab S.r.l. Via Fratta 25- 31023 Resana
(TV) and/or the PEC email address: direzione@pec.chelab.it

We look forward to receiving Your order and acceptance of the offer. Best regards.
Chelab S.r.l.
Dott. Sylvain Dahiot
QUOTATION ACCEPTANCE FORM

From
S.C. ICA RESEARCH&DEVELOPMENT (ICA R&D) S.R.L
SPLAIUL INDIPENDENTEI, NR. Messrs
202,SECTOR 6 Chelab srl
060021 BUCARESTI Client Administration
Romania Via Fratta, 25
31023 RESANA (TV)

OBJECT : ACCEPTANCE of Your Offer nr. 2020-OFF-001617 Rev. 1 of the 01/29/2020

We confirm the commitment for the performance of the services indicated in the offer. Modifications, extensions
or reductions of the order will be agreed in writing with the sales manager.

For acceptance: the Customer


(stamp and signature)

Pursuant to and for the effects of art. 1341 and following c.c. the undersigned declares that he is aware of and
specifically accepts all the clauses of the General Conditions for the provision of services,expressly including
those provided for by: Art 2. Responsibility Mérieux NutriSciences; Art 3 Customer Responsibility, Art. 5
Payments, Art 6 Confidentiality and intellectual propertyArt. 7 Limitation of liability, Art. 8 Compensation, Art 9
General conditions and art 10 Law and forum.

For acceptance: the Customer


(stamp and signature)

In keeping with the Legislative Decree nr. 196 30/06/2003, we authorize Chelab to treat our data for the
purposes reported in this offer and in conformity with the law in force.

@CHL3612
For acceptance: the Customer
(stamp and signature)

Place and date:


QUOTATION ACCEPTANCE FORM

Reserved to new Client

Company activity Web


Reference person Role

Fax
Tel E-mail

E-mail PEC*

Fiscal code PEC recipient*

VAT number

Electronic Invoice (reserved

for Italian customers)* SDI code*

Bank:

Bank Name Swift Code

Bank Agency Cod


Branch Office

IBAN

Chelab Bank Reference

Bank BNL c/c 2063

Branch Office CASTELFRANCO VENETO


SWIFT BNLIITRR

IBAN IT22R0100561560000000002063

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