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Terms & Conditions of Sale

Last updated: September 4, 2026

These Terms & Conditions of Sale ("Terms") govern all quotations, purchase orders, and sales between Vega Square LLC, doing business as Vega Square Health ("VegaSquare," "we," "us," or "our"), and the purchasing organization ("Customer"). By accepting a VegaSquare quote or submitting a purchase order referencing it, Customer agrees to these Terms.

1. Quotes and Orders

Quotes are valid for the period stated on the quote (typically 30 days from the quote date unless otherwise noted) and are subject to product availability. An order is confirmed once VegaSquare accepts Customer's purchase order referencing a VegaSquare quote number. VegaSquare LLC's terms and conditions of sale exclusively govern each transaction; any different or additional terms proposed by Customer are expressly rejected unless agreed to in writing by both parties.

2. Pricing

Quoted prices do not include sales tax or shipping and delivery charges unless listed as a specific line item. Shipping fees are subject to change after 30 days. Third-party item pricing is subject to change without notice.

3. Payment Terms

Unless a different term is stated on the applicable quote or purchase order, payment is due Net 30 from the invoice date. Amounts not paid when due may accrue interest at 1.5% per month (or the maximum rate permitted by law, if lower) on the outstanding balance. VegaSquare may suspend future shipments to an account with overdue balances.

4. Shipping, Delivery, and Risk of Loss

Delivery dates are estimates, not guarantees. Risk of loss and title to products pass to Customer upon delivery to the carrier, unless otherwise agreed in writing.

5. Returns

Unopened, undamaged, non-expired standard-stock items may be returned within 30 days of delivery for credit, subject to a restocking fee where applicable. Special- order items, sterile or single-use medical products once opened, and items custom- configured for Customer are not returnable. Contact us before returning any product to receive a return authorization.

6. Product Warranty

Products are covered by the original manufacturer's warranty, if any. VegaSquare makes no additional express warranties beyond those passed through from the manufacturer and disclaims implied warranties to the extent permitted by law.

7. Regulatory Compliance

VegaSquare intends that each and every transaction related to the purchase and sale of any product is made in accordance with, and in full compliance with, the Anti-Kickback Statute (42 U.S.C. ยง1320a-7b(b)) and all other applicable local, state, federal, and foreign laws, regulations, and cost-reporting requirements (collectively, the "Laws").

8. Limitation of Liability

To the extent permitted by law, VegaSquare's liability for any claim arising out of a sale is limited to the amount paid by Customer for the affected product. VegaSquare is not liable for indirect, incidental, or consequential damages.

9. Force Majeure

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including manufacturer shortages, natural disasters, or disruptions to carriers or supply chains.

10. Governing Law

These Terms are governed by the laws of the State of New York, without regard to its conflict-of-laws principles.

11. Entire Agreement

These Terms, together with the applicable quote and any accepted purchase order, constitute the entire agreement between the parties for that transaction and supersede any prior or contemporaneous understanding on the same subject. If any provision is held unenforceable, the remaining provisions remain in effect.

12. Contact Us

Vega Square LLC (d/b/a Vega Square Health)
25 Health Sciences Drive, Stony Brook, NY 11790
Phone: (631) 627-1647
Email: hello@vegasquare.com

This page is a first-draft set of commercial terms reflecting VegaSquare's own established positions (pricing/compliance language) plus standard distributor terms elsewhere (payment, returns, liability, governing law). Have it reviewed by counsel before relying on it as final, the same review the new Privacy Policy page needs.