Inmark Life Science Rental Program (GreenChain) Terms

Effective date: [INSERT DATE]
Version: [INSERT VERSION]

1. Introduction and scope

These Rental Program Terms (“Rental Terms”) govern the ordering, possession, use, tracking, and return of rental Packaging supplied through the Inmark Life Science rental program and administered through GreenChain Navigator (“Application”).

The Application is provided by Inmark, LLC, through its Life Science division, operating under the Inmark Life Science customer-facing name.

Regional Inmark entities may supply, fulfill, collect, or support particular rentals. The responsible entity will be identified in the applicable Customer Agreement, rental documentation, or order confirmation.

“Inmark,” “we,” “us,” and “our” refer to the Inmark entity responsible for the relevant rental or service.

These Rental Terms supplement the Inmark Life Science Application Terms of Use (“Application Terms”).

[LEGAL REVIEW: Confirm the applicable contracting and asset-owning Inmark entities.]

2. Definitions

In these Rental Terms:

• “Customer” means the Organization receiving, holding, or renting Packaging under the rental program.
• “Authorized User” means an individual permitted to act for the Customer through the Application.
• “Administrator” means an individual authorized to configure rental settings, manage Users, or perform other administrative functions.
• “Rental Packaging” means reusable packaging Units and associated components supplied under the rental program.
• “Unit” means an individually identified Rental Packaging asset.
• “Payload” means the contents placed into Rental Packaging for shipment.
• “Held Inventory” means Inmark-owned inventory held by a Customer under an agreement permitting rental to begin upon deployment rather than dispatch from Inmark.
• “Rental Period” means the period used to calculate rental duration and applicable charges.
• “Custody Period” means the period during which the Customer bears the agreed responsibility for inventory.
• “Rental Due Date” means the date by which a rented Unit must be returned, calculated using the applicable rental duration.
• “Return Location” means the Inmark location designated for return.
• “Single-Use Component” means a component designated by Inmark as intended for a single use.
• “Customer Agreement” means a separate agreement entered into between the Customer and the relevant Inmark entity.

A Custody Period may begin before the Rental Period.

3. Relationship to other agreements and policies

A Customer Agreement takes priority over these Rental Terms and general policies to the extent they conflict on the same subject.

Subject to a Customer Agreement:

• These Rental Terms control over the Application Terms for rental-specific matters.
• Applicable rental schedules, product specifications, conditioning instructions, and expressly agreed order conditions govern the matters they describe.
• Applicable Carrier terms govern transportation services, subject to mandatory law.

Rental Packaging remains Inmark-owned property. Returning it does not constitute an ordinary merchandise return or purchase cancellation.

Personal information associated with the Application is addressed in the application privacy notice:

https://shop.inmarklifescience.com/pages/inmark-life-science-application-terms-of-use

[BEFORE PUBLICATION: Confirm the privacy notice and identify any incorporated pricing schedules or rental documents.]

4. Organization access and authority

Inmark creates the Customer’s Organization account and invites its designated owner to complete registration.

The Organization owner may configure settings and invite additional Users within the permissions available.

Depending on assigned roles, Authorized Users may:

• View rental information.
• Create or start rentals.
• Enter shipment, destination, and tracking information.
• Configure rental notifications.
• Manage settings.
• Upload rental data.
• Invite or manage Users.

The Customer is responsible for assigning appropriate permissions and ensuring Authorized Users have authority to perform their activities.

Application access does not authorize a User to modify a Customer Agreement, waive charges, or transfer ownership of inventory.

5. Ownership and permitted possession

Inmark owns every Unit supplied under the rental program.

The Customer receives only the right to possess and use inventory in accordance with these Rental Terms and the applicable Customer Agreement.

The Customer must not:

• Sell, pledge, subrent, or otherwise dispose of inventory without written permission.
• Represent that it owns the inventory.
• Grant a security interest in it.
• Remove or obscure asset identifiers or ownership markings.
• Make unauthorized modifications.
• Retain inventory contrary to agreed return requirements.

Permitted transfer to a consignee, Carrier, or other authorized handler does not transfer ownership or automatically release the Customer from its obligations.

Payment of a loss, damage, or replacement charge does not transfer ownership unless Inmark expressly agrees in writing.

6. Rental requests and cancellation

The Customer must provide accurate information when requesting inventory or starting a rental, including applicable:

• Packaging type and quantity.
• Delivery location.
• Intended Payload and use.
• Required temperature configuration.
• Deployment date.
• Destination.
• Carrier and tracking information.

Once a rental has started, it cannot be canceled. The Unit must instead be returned, and the rental remains subject to the applicable duration and charges.

Unused Held Inventory may be eligible for return under Section 14.

[CONFIRM BEFORE PUBLICATION: Whether any separate cancellation or change rules apply to inventory requests before dispatch or rental start.]

7. Custody and transit responsibility

The Customer becomes responsible for inventory when it is dispatched from Inmark’s warehouse.

This applies both to:

• Units whose rental begins on dispatch from Inmark.
• Held Inventory supplied before the rental begins.

The Customer’s responsibility continues through storage, deployment, consignee possession, and return transportation until Inmark receives the inventory back at the designated Return Location.

Passing inventory to a Carrier, consignee, or other third party does not, by itself, end the Customer’s responsibility.

If a shipping issue occurs, Inmark will investigate with the Carrier where appropriate and may credit the Customer based on the circumstances and available evidence.

A report that inventory was not received, or that it was sent to the wrong location, does not by itself release the Customer from responsibility or establish a right to credit.

This allocation does not exclude responsibility for an Inmark error, nonconforming supply, or another obligation that cannot lawfully be excluded.

[LEGAL REVIEW: Confirm this express risk allocation for each jurisdiction and Customer Agreement.]

8. Receipt and inspection

The Customer must reasonably inspect inventory upon receipt for:

• Correct type and quantity.
• Visible damage.
• Missing components.
• Legible asset identification.
• Apparent discrepancies from the agreed configuration.

The Customer must promptly report material discrepancies and preserve available supporting evidence.

Do not use inventory that appears unsafe, incomplete, damaged, or unsuitable until the issue has been resolved.

Reporting requirements do not eliminate remedies for a defect or nonconformity that could not reasonably be identified upon receipt.

9. Rental start, duration, and end

9.1 Standard rentals

For standard rental arrangements, the Rental Period begins on the date the Unit is dispatched from Inmark, unless the Customer Agreement states otherwise.

9.2 Deployment-based rentals

Where a Customer Agreement permits Held Inventory, the Rental Period begins on the date the Customer dispatches the Unit for use, recorded through the applicable Application workflow.

The Customer must record the actual dispatch date. Delaying entry does not delay the Rental Period.

9.3 Applicable duration

The rental duration applicable to the Customer is displayed in its GreenChain Navigator account.

That duration determines the permitted Rental Period and Rental Due Date, subject to any controlling Customer Agreement.

A later settings change does not retroactively modify an existing rental unless agreed.

9.4 Rental end

The Rental Period ends when Inmark receives the Unit back into its possession at the designated Return Location.

The delivery date recorded against the applicable return tracking number is used to establish the return date, subject to verification or correction of a tracking error.

Creating a return label, scheduling collection, or handing the Unit to a Carrier does not end the rental.

9.5 Charges

Applicable rental, late, loss, damage, and other charges are governed by the Customer’s rental pricing arrangements.

[BEFORE PUBLICATION: Identify the applicable fee schedule, late-charge calculation, and replacement values.]

10. Held Inventory counts and reconciliation

10.1 Inventory records

For Customers permitted to hold inventory before rental start, Inmark maintains a record of inventory in the Customer’s possession.

The Customer must accurately record deployments, transfers, returns, and other required inventory events.

10.2 Requested counts

Inmark may require an inventory count no more than once per month, with at least seven days’ notice.

The Customer must cooperate with the count and provide accurate results and reasonably requested supporting records.

10.3 Reconciliation basis

Where a discrepancy is identified, Inmark will reconcile inventory using:

1. The last approved inventory count.
2. Inventory transferred to the Customer since that count.
3. Recorded rental deployments during the same period.

The basic calculation is:

Expected remaining Held Inventory = last approved count + inventory received − inventory deployed into rentals.

The reconciliation must also account for verified corrections or other relevant movements, such as authorized unused-inventory returns, so that the same Unit is not counted or charged twice.

10.4 Missing inventory charges

Following reconciliation, Inmark will bill the Customer in full for missing inventory using the applicable inventory or replacement pricing.

Inmark will identify the discrepancy and provide the basis of the assessment.

Payment is due within 30 days of the invoice date. If payment is not made within that period, Inmark may place the Customer on hold from receiving new inventory, subject to the Customer Agreement and applicable dispute provisions.

[CONFIRM BEFORE PUBLICATION: How the initial baseline is established where there is no prior approved count, and where the applicable missing-inventory prices are disclosed.]

11. Use, conditioning, and Packaging performance

Rental Packaging must be used only for its intended Payload, configuration, and shipping purpose.

The Customer must follow applicable instructions for:

• Conditioning.
• Assembly and loading.
• Closure.
• Payload quantity and weight.
• Temperature configuration.
• Transit duration.
• Required components.
• Marks, labels, and documents.

The performance and certification requirements applicable to a Unit are package-specific and depend on proper conditioning, preparation, and use.

A certification or qualification must not be represented as covering configurations or conditions outside its stated scope.

Inmark assesses returned reusable components against its applicable condition criteria to maintain the performance requirements of Packaging supplied to Customers.

For critical components, those criteria are tied to the applicable tested configuration and performance requirements rather than appearance alone.

Nothing in this section removes an express Packaging specification or performance commitment made by Inmark.

12. Inventory and rental reporting

The Customer must provide accurate information needed to administer inventory and rentals, including applicable:

• Unit identifiers.
• Receipt and dispatch dates.
• Rental-start events.
• Destinations and custodians.
• Carrier and tracking numbers.
• Return shipments.
• Loss, damage, and contamination.
• Inventory-count results.

The Customer must report actual activities. A Unit must not remain recorded as unused Held Inventory after it has been dispatched into a rental.

Late or inaccurate reporting does not eliminate actual use, custody, or properly assessed charges.

Where records conflict, Inmark and the Customer will review relevant evidence, including tracking, dispatch records, asset scans, inventory counts, and return receipts.

Verified errors will be corrected.

13. Return arrangements

Unless a Customer Agreement states otherwise, the Customer is responsible for:

• Scheduling return collection.
• Providing return Shipping Labels.
• Paying return transportation costs.
• Returning Units to the designated Return Location.

Before return, the Customer must remove the Payload, include required reusable components, and follow applicable return instructions.

The Customer must retain available tracking and handover evidence and promptly investigate failed collections or delivery issues.

Return transportation remains within the Customer’s Custody Period until receipt by Inmark.

Contaminated or potentially unsafe Units are subject to Section 16 and must not be sent through an ordinary return process without appropriate arrangements.

14. Return of unused Held Inventory

Unless a Customer Agreement states otherwise, unused Held Inventory may be returned subject to a 20% restocking fee if it is less than 160 days old.

Inventory that is 160 days old or older, or otherwise does not qualify for this unused-inventory return arrangement, may be subject to full Packaging charges.

Contact Inmark before dispatch to obtain the appropriate return instructions.

This section does not change Inmark’s ownership or authorize the Customer to dispose of inventory.

[CONFIRM BEFORE PUBLICATION: Whether age is measured from dispatch or Customer receipt, whether eligibility is assessed on the return-request or Inmark-receipt date, and the price basis for the 20% fee and full Packaging charge.]

15. Damage and reusable-component assessment

15.1 Single-Use Components

Components designated as Single-Use Components will not be charged for damage under the reusable-component damage assessment.

This does not authorize misuse or contamination of other components.

15.2 Reusable components

A reusable component may be charged at its full replacement price if Inmark determines that it can no longer be used in Packaging that meets the applicable tested requirements.

Ordinary appearance changes are not, by themselves, the standard. The assessment concerns suitability for continued use under the applicable condition and performance criteria.

Inmark will exercise professional judgment using those criteria.

15.3 Supporting information

Customers may request additional information about the criteria used to assess damage and component reuse.

Where a damage charge is proposed, Inmark will identify the affected component and the applicable replacement charge and provide available supporting information on request.

15.4 Damage-rate review

A Customer may request a review of how damage criteria are being applied if its damage rate increases by more than 10% above its historical rate over a single quarter.

Inmark may compare the Customer’s damage rate with aggregated damage rates across the program to provide context, without disclosing other Customers’ confidential information.

[CONFIRM BEFORE PUBLICATION: Whether “10%” means a relative increase or 10 percentage points, the historical comparison period, and how the damage rate is calculated.]

16. Contamination and cleaning

The Customer must promptly report actual or suspected contamination that may affect safe handling, reuse, or performance.

If returned Packaging is contaminated but can safely and lawfully be returned to the Customer, Inmark will arrange with the Customer for its return for removal of contamination and cleaning.

If Inmark determines that the Packaging cannot safely be reused, Inmark will contact the Customer to determine whether it should be:

• Destroyed through an appropriate process; or
• Returned to the Customer for handling.

Customer handling, return, and disposal costs under this process are the Customer’s responsibility, subject to any controlling agreement and responsibility for the contamination.

No contaminated Packaging will be shipped or disposed of through an unsafe or unlawful process. If return is not permitted, the parties must use an appropriate alternative.

Where contamination is corrected and the Packaging is received back by Inmark within the applicable rental window, no additional contamination-related charges will be imposed.

[CONFIRM BEFORE PUBLICATION: How rental billing and custody are treated after an initial contaminated return, whether the first return ends the rental, and which transportation or disposal costs remain payable under the no-additional-charge rule.]

17. Overdue, lost, and subsequently returned Units

17.1 Lost status

A Unit not received back by its Rental Due Date is treated as lost for rental-status purposes.

Inmark will consider tracking information and other available evidence when determining whether and when to invoice a loss charge.

17.2 Foreseeable return

A lost status does not automatically result in immediate loss billing.

If available information shows that return is reasonably foreseeable, Inmark may defer the loss assessment while monitoring the return.

The Customer must provide relevant tracking and status information.

17.3 Late return

If a Unit is returned after its Rental Due Date:

• Its status will be changed from lost to late.
• Billing will be adjusted to reflect the actual return and applicable pricing arrangements.

[CONFIRM BEFORE PUBLICATION: The loss-invoice timing, loss-charge calculation, late-charge calculation, and credit/refund process where a loss charge has already been paid.]

Payment of a loss charge does not transfer ownership unless expressly agreed.

18. Notifications and reminders

Administrators may configure notifications based on rental dates, timelines, and other available information.

Notifications are administrative aids and depend on accurate records and settings.

A missing, delayed, or incorrectly configured notification does not automatically extend a Rental Due Date or waive an obligation.

This does not override a specific notification commitment in a Customer Agreement.

19. Charges and disputed assessments

Additional inventory, rental, late, loss, damage, contamination, and restocking charges must have a basis in these Rental Terms and the applicable pricing arrangements.

Inmark will identify the basis of an assessment. The Customer must report disputed facts promptly and provide relevant evidence.

The parties will review credible evidence and correct verified errors.

These Rental Terms do not independently authorize debiting a stored payment method. Payments must follow the applicable billing arrangements and authorizations.

Customer-specific payment and dispute provisions continue to apply.

20. Payload ownership and transportation

The Customer retains ownership of its Payload.

Inmark’s ownership of Rental Packaging does not make Inmark the owner of the Payload or automatically responsible for Payload transportation.

The Customer is responsible for proper Payload preparation and shipment unless Inmark has expressly agreed to perform a particular service.

Responsibility for Carrier claims, shipment coverage, and temperature monitoring must be established in the applicable transportation or Customer Agreement.

Nothing in this section excludes responsibility for an Inmark-performed service, nonconforming Packaging, or another obligation established by agreement or law.

21. Personal and sensitive information

Provide only personal information reasonably necessary to manage inventory, rentals, deliveries, returns, and support.

Do not include unnecessary patient identifiers, clinical details, or unrelated third-party information in notes, uploaded records, or tracking fields.

Necessary recipient contact information may be supplied where the Customer has an appropriate basis to provide it.

The availability of a field or upload feature does not establish approval for sensitive information.

22. Suspension, termination, and remaining inventory

User removal, Application suspension, or account closure does not end active rentals or eliminate inventory, return, reporting, or payment obligations.

When the rental relationship ends, the Customer must:

• Identify remaining Held Inventory and active Units.
• Provide current location and status information.
• Cooperate in arranging returns.
• Pay amounts properly due.

Unused Held Inventory returns remain subject to Section 14 unless otherwise agreed.

If Application access is unavailable, the parties must use an alternative reporting and return process.

Record retention is governed by the Application Terms, applicable privacy notice, Customer Agreement, and law.

23. Warranties, liability, and disputes

Express Packaging specifications, rental commitments, and Customer Agreements remain effective.

General Application warranties, liability, governing-law, and dispute provisions are addressed in the Application Terms, subject to customer-specific agreements.

Nothing in these Rental Terms excludes rights or responsibility that cannot lawfully be excluded.

[LEGAL REVIEW: Finalize the allocation of transit risk, component replacement charges, contamination costs, Payload losses, and applicable liability limits.]

24. Contact information

Rental orders, inventory reconciliation, returns, damage, contamination, and loss:

Inmark Life Science
customerservice@inmarklifescience.com

Correspondence address:

Inmark Life Science Headquarters
675 Hartman Rd., Suite 100
Austell, GA 30168
United States

Include the Organization, rental reference, and Unit identifiers where available. Do not include passwords or unnecessary sensitive information.

For an immediate safety emergency, follow the applicable emergency procedures rather than relying solely on an email response.