End-Use Certificate Form

END-USE CERTIFICATE FORM

Parties and Transaction Identification

Supplier/Exporter Name:   Address:

End-User/Consignee Name:   Address:

Purchase Order / Contract No.:   Date of Transaction:

WHEREAS

WHEREAS, Supplier/Exporter is supplying certain goods, technical data, and/or services described below to End-User under the transaction identified above; and

WHEREAS, End-User certifies the intended end-use and agrees to the restrictions and assurances set forth in this End-Use Certificate in order to permit Supplier to fulfill the transaction; and

WHEREAS, both parties acknowledge that diversion to prohibited end-uses or unauthorized re-export may subject the parties to administrative, civil, or criminal penalties under applicable law.

Description of Goods and Intended End-Use

Complete the following table for each line item. Attach additional sheets if necessary.

End-Use Certifications and Assurances

The undersigned End-User certifies that the goods, technical data, and/or services described above will be used solely for the following lawful end-use(s):

Primary End-Use:

The End-User further certifies and agrees that:

1. None of the items will be used in the development, production, stockpiling, or dissemination of chemical, biological, or nuclear weapons, or in missile or unmanned aerial vehicle delivery systems.
2. The items will not be transferred, resold, leased, or otherwise disposed of to any third party, including affiliated entities, without the prior written consent of Supplier/Exporter.
3. The End-User will not re-export the items to any country, entity, or person prohibited by applicable law without first obtaining all required governmental authorizations and providing a copy to Supplier upon request.
4. The End-User consents to reasonable verification activities by Supplier or authorized representatives, including inspection of records and premises, to confirm compliance with this certificate, subject to applicable local law.

Has an acquiring entity or end-user government approval been obtained for this transaction if required by local law?    Yes    No   If Yes, Approval Reference:

Scope of Work

Payment Terms

Term and Termination

Term Commencement Date:   Term Expiration Date:

Either party may terminate this agreement for cause upon written notice if the other party materially breaches any obligation and fails to cure within days after receipt of notice.

Confidentiality

Each party agrees that Confidential Information received from the other party shall be held in strict confidence and used only to the extent necessary to perform obligations under this agreement. Confidential Information shall not include information that is publicly available, lawfully received from a third party, or independently developed without the use of the other party's Confidential Information.

End-User acknowledges that compliance with this confidentiality obligation and retention of transaction records is required for a period of years and agrees to permit Supplier reasonable access to those records for verification purposes.

Representations, Warranties, and Remedies

The End-User represents and warrants that the information provided in this certificate is true, complete, and accurate to the best of its knowledge. The End-User acknowledges that material misrepresentation or diversion of items to prohibited end-uses may result in termination of supply, recovery of items, and pursuit of any remedies available at law or equity.

Certification under penalty of law: The undersigned certifies that the statements made in this End-Use Certificate are true and correct and understands that providing false information may subject the undersigned to civil or criminal penalties under applicable law.

Governing Law and Entire Agreement

This Certificate and any resulting agreement shall be governed by and construed in accordance with the laws of , without regard to conflict of law principles.

This document constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior negotiations, understandings, and agreements, whether written or oral, relating to the subject matter.

Additional Declarations

Individual    Corporation    Government Entity    Other:

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