Minnesota Sample Purchase Agreement between Organic hem Corporation and Albany Molecular Research, Inc. This Minnesota Sample Purchase Agreement (hereinafter referred to as the "Agreement") is entered into on [date] by and between Organic hem Corporation, a Minnesota-based corporation with its principal place of business at [address] (hereinafter referred to as the "Seller") and Albany Molecular Research, Inc., a corporation organized under the laws of [state], with its principal place of business at [address] (hereinafter referred to as the "Buyer"). Purpose: The Agreement outlines the terms and conditions governing the purchase and sale of [product/service] (hereinafter referred to as the "Product") from the Seller to the Buyer. Terms and Conditions: 1. Product Description: The Seller shall provide a detailed description of the Product, including specifications, quantity, quality, and any other relevant information, within [number] days of the Agreement's effective date. 2. Purchase Price: The Buyer agrees to pay the Seller the Purchase Price specified in Exhibit A, which is attached hereto and incorporated by reference. The Purchase Price includes any applicable taxes, fees, or shipping costs. 3. Payment Terms: The Buyer shall make payment to the Seller within [number] days of the invoice date. The payment shall be made in the form of [payment method, e.g., wire transfer, check]. Late payments may be subject to interest charges as specified in Exhibit B. 4. Delivery and Acceptance: The Seller shall deliver the Product to the Buyer's designated location as specified in Exhibit A. The Buyer shall inspect the Product upon delivery and notify the Seller of any defects or discrepancies within [number] days. 5. Title and Risk of Loss: The title and risk of loss shall transfer from the Seller to the Buyer upon delivery and acceptance of the Product as stated in Clause 4. 6. Confidentiality: Both parties shall keep all confidential information received during the course of this Agreement strictly confidential and shall not disclose or use such information for any purpose other than in relation to this Agreement. 7. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of Minnesota. Any disputes arising out of or related to this Agreement shall be exclusively subject to the jurisdiction of the state and federal courts located in Minnesota. 8. Termination: Either party may terminate this Agreement upon [number] days' written notice to the other party if a material breach of the Agreement is not remedied within such notice period. This Agreement, consisting of [number] pages, including any attached exhibits, constitutes the entire agreement between the parties and supersedes any prior agreements or understandings. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. Organic hem Corporation: Name: Title: Albany Molecular Research, Inc.: Name: Title: [Notary acknowledgment]