Common use of DISCLAIMER OF OTHER REPRESENTATIONS AND WARRANTIES; NON-RELIANCE Clause in Contracts

DISCLAIMER OF OTHER REPRESENTATIONS AND WARRANTIES; NON-RELIANCE. EXCEPT FOR THE EXPRESS REPRESENTATIONS, CONDITIONS AND WARRANTIES SET FORTH IN THE CONTRACT DOCUMENTS, (i) NEITHER SELLER NOR ANY PERSON ON SELLER’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION, CONDITION OR WARRANTY WHATSOEVER, EITHER ORAL OR WRITTEN, INCLUDING ANY WARRANTIESOR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON- INFRINGEMENT OR PERFORMANCE OF GOODS OR PRODUCTS TO STANDARDS SPECIFIC TO THE COUNTRY OF IMPORT, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (ii) BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY REPRESENTATION, CONDITION OR WARRANTY MADE BY SELLER, OR ANY OTHER PERSON ON SELLER’S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THE APPLICABLE CONTRACT DOCUMENT.

DISCLAIMER OF OTHER REPRESENTATIONS AND WARRANTIES; NON-RELIANCE. EXCEPT FOR THE EXPRESS REPRESENTATIONS, CONDITIONS REPRESENTATIONS AND WARRANTIES SET FORTH IN THE CONTRACT DOCUMENTSTHIS AGREEMENT, (iA) NEITHER SELLER AVALON NOR ANY PERSON ON SELLERAVALON’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION, CONDITION REPRESENTATION OR WARRANTY WHATSOEVER, EITHER ORAL OR WRITTEN, INCLUDING ANY WARRANTIESOR CONDITIONS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON- INFRINGEMENT OR PERFORMANCE OF GOODS OR PRODUCTS TO STANDARDS SPECIFIC TO THE COUNTRY OF IMPORTNON-INFRINGEMENT, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (iiB) BUYER ATHENEX ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY REPRESENTATION, CONDITION REPRESENTATION OR WARRANTY MADE BY SELLERAVALON, OR ANY OTHER PERSON ON SELLERAVALON’S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THE APPLICABLE CONTRACT DOCUMENT.THIS AGREEMENT. FOIA CONFIDENTIAL TREATMENT REQUESTED Confidential Materials omitted and filed separate with the Securities and Exchange Commission Triple asterisks denote omissions

DISCLAIMER OF OTHER REPRESENTATIONS AND WARRANTIES; NON-RELIANCE. THE SERVICES FURNISHED UNDER THIS AGREEMENT ARE PROVIDED ON AN “AS IS” BASIS. EXCEPT FOR THE EXPRESS REPRESENTATIONS, CONDITIONS AND WARRANTIES WARRANTY SET FORTH IN SECTION 7.1, KES MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER REGARDING THE CONTRACT DOCUMENTSSERVICES AND EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, (i) NEITHER SELLER NOR ANY PERSON ON SELLER’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATIONINCLUDING, CONDITION OR WARRANTY WHATSOEVERWITHOUT LIMITATION, EITHER ORAL OR WRITTENWARRANTIES OF QUALITY, INCLUDING ANY WARRANTIESOR CONDITIONS OF PERFORMANCE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, TITLEWHETHER IMPLIED, NON- INFRINGEMENT OR PERFORMANCE OF GOODS OR PRODUCTS TO STANDARDS SPECIFIC TO THE COUNTRY OF IMPORTSTATUTORY, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (ii) BUYER . AKIDA ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ON ANY REPRESENTATION, CONDITION REPRESENTATION OR WARRANTY MADE BY SELLERKES, OR ANY OTHER PERSON ON SELLERKES’S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN SECTION 7.1. THE APPLICABLE CONTRACT DOCUMENTFOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR SERVICES.

DISCLAIMER OF OTHER REPRESENTATIONS AND WARRANTIES; NON-RELIANCE. EXCEPT FOR THE EXPRESS REPRESENTATIONS, CONDITIONS AND WARRANTIES SET FORTH IN THE CONTRACT DOCUMENTS, (i) NEITHER SELLER NOR ANY PERSON ON SELLER’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION, CONDITION OR WARRANTY WHATSOEVER, EITHER ORAL OR WRITTEN, INCLUDING ANY WARRANTIESOR WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON- INFRINGEMENT OR PERFORMANCE OF GOODS OR PRODUCTS TO STANDARDS SPECIFIC TO THE COUNTRY OF IMPORT, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (ii) BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY REPRESENTATION, CONDITION OR WARRANTY MADE BY SELLER, OR ANY OTHER PERSON ON SELLER’S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THE APPLICABLE CONTRACT DOCUMENT.