Rejected Products Clause Samples

Rejected Products. 21 3.4 Audit Rights of RJRT....................................................... 21 3.5 Joint Cost Savings Initiatives............................................. 22 3.6 Insurance.................................................................. 22 3.7

Rejected Products. In the event that the ▇▇▇▇▇▇ Products are validly rejected by Customer, ▇▇▇▇▇▇ shall promptly repair or replace the ▇▇▇▇▇▇ Products at ▇▇▇▇▇▇’ expense provided that ▇▇▇▇▇▇ has received notice of such rejection upon completion of ▇▇▇▇▇▇’ testing thereof.

Rejected Products. Where Vendor fails to make delivery on any Purchase Order, on or before the specified delivery date or where none is specified, within fourteen (14) days of Vendor’s receipt of a Purchase Order, or if all or a portion of the Products are not satisfactory to Company or are not in compliance with the terms of this Agreement or any Purchase Order, then Company may terminate this Agreement or such Purchase Order or any portion of such Purchase Order and return the Products to Vendor at Vendor’s sole cost and expense. Company shall have no obligation to accept or pay for replacements for rejected Products unless Company specifically requests in writing that such rejected Products be replaced.

Rejected Products. (a) Supplier shall ensure that the Products it manufactures for RJRT comply with the Specifications. RJRT may reject any Product within one year of the delivery date of such Product that does not comply with the Specifications for such Product. In such case, RJRT's written notice of rejection to Supplier shall state in commercially reasonable detail the Products which RJRT deems non-compliant, the Purchase Order and/or Call-Out date pursuant to which those Products were manufactured and the Specification defects. (b) Within ten (10) business days of receipt of a notice of rejection, Supplier may contest such rejection and provide documentation or other evidence demonstrating that the rejected Products comply with the Specifications. Supplier and RJRT shall negotiate in good faith to resolve the controversy in accordance with the procedures set forth in Section 7.6. (c) Supplier will replace, or, if replacement is not commercially feasible, reimburse RJRT for, any properly rejected Products, at no cost to RJRT, in a time period reasonably appropriate under the circumstances and no more than ten (10) days after receipt thereof or the final resolution of any disagreement in accordance with Section 3.3(b) above. Supplier shall bear any and all shipping and handling costs incurred in connection with the delivery of such replacement Products and RJRT's costs in connection with the inspection, disposal and return of any properly rejected non-conforming Products. In addition to the costs set forth in the preceding sentence, Supplier shall bear all costs incurred by RJRT in inspecting or disposing of non-conforming Products that were properly rejected. Notwithstanding anything to the contrary, this Section 3.3 is subject to the warranties and provisions relating to liability and damages set forth in Section 6.1 and 6.2. (d) Non-complying Products returned to Supplier that cannot be readily rendered conforming shall be destroyed by Supplier within ten (10) business days of receipt thereof and Supplier will provide reasonably acceptable evidence of such destruction to RJRT.

Rejected Products. CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND WILL BE FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST. (a) Except for any minor departures from Specifications or nonconformities not impairing the safety or efficacy of Products to which COMPANY may reasonably waive objection, COMPANY may reject any Product which fails to meet the Specifications. COMPANY shall, within twenty (20) days after its receipt of any shipment of Product and related Certificate of Analysis of Product batch (as described in paragraph 5.1 hereof), notify DPT in writing of any claim relating to rejected Product batch and, failing such notification, shall be deemed to have accepted such Product batch. Such notice to DPT shall specify why the Product batch failed to perform to Specifications. DPT shall have an opportunity to inspect or test said Product batch. All Products shall be submitted to inspection and evaluation in accordance with DPT’s SOP’s to determine whether or not said Products meet the Specifications. As to any such Product batch (including phases of or complete batches of bulk product) which is determined to fail the Specifications and may be rejected by COMPANY or DPT (“Rejected Product”), DPT, at its sole cost and expense (including shipping) shall replace such Rejected Product promptly after all raw materials are available to DPT for the manufacture. If requested, DPT shall make arrangements with COMPANY for the return or disposal of Rejected Product at DPT’s sole cost and expense. (b) In the event of a conflict between the test results of DPT and the test results of COMPANY with respect to any shipment of Product batch, a sample of such Product batch shall be submitted by DPT to an independent laboratory acceptable to both parties for testing against the Specifications under procedures employed in the Specifications. The fees and expenses of such laboratory testing shall be borne entirely by the party against whom such laboratory’s finding are made. If results from the independent laboratory are inconclusive, final resolution will be settled in accordance with paragraph 13.6 (b) below. (c) Following validation, for all commercial production batches of a Product produced by DPT (“Commercial Batches”) in the event a Rejected Product is due to COMPANY supplied information, formulations or materials, COMPANY shall bear one hundred percent (100%) of all costs directly related to and invoiced for Rejected P...

Rejected Products. Prior to returning any rejected Product, VOLCANO will obtain a RMA number from EI, and will return such Product in accordance with EI’s instructions. VOLCANO will specify the reason for such rejection in all requested RMAs. In the event a Product is rejected, EI will at EI’s option, repair the Product if it is repairable, provide a replacement if stock is available, or refund the purchase price.

Rejected Products. Toyota shall have one or more of the following options with respect to Rejected Products:

Rejected Products. Any claims for damaged, missing or defective Product must be reported in writing by Celera within 15 days from the date of Celera’s receipt of the Product, after which time the order will have been deemed to be accepted. In addition, Celera must promptly return a rejected Product to AB, C.O.D, unused and in a condition no worse than that delivered to Celera and in the Product’s original containers and packing material, accompanied by a valid return authorization number obtained from AB, which will not be unreasonably withheld or delayed. AB may refuse any Product not timely rejected or sought to be returned without a valid return authorization number. For any valid claim timely made, AB, at its option, may repair the Product or replace the Product with an identical or substantially similar Product. Shipping charges will not be credited.

Rejected Products. (a) If the Customer gives notice to the Supplier in accordance with clauses 7.5(d)(i) or 7.5(d)(ii), the Products that are the subject of that notice will be taken to be rejected by the Supplier, subject to: (i) clause 7.5(e), 7.5(f) and 7.6; and (ii) the Customer being able to demonstrate to the reasonable satisfaction of the Supplier that the Products: A. are damaged, defective or otherwise do not comply with the standards and requirements of this agreement (excluding any damage, defect or non-compliance caused by the Customer or any member of the Customer’s Personnel or any contractor engaged by the Customer to provide last-mile delivery to the Delivery Locations); or B. have been incorrectly delivered by the Supplier without an Order, (each validly rejected Product being a “Rejected Product”). (b) Subject to clause 7.7(c): (i) the Customer shall not be obliged to pay the Product Purchase Price for any Rejected Products; (ii) if the Customer has already paid to the Supplier the Product Purchase Price (or any part thereof) for any Rejected Product, the Supplier will issue to the Customer a refund or credit note for that amount; (iii) the Customer must return Rejected Products to the Supplier unless: A. the Customer reasonably determines it necessary or appropriate (including for public health reasons) to destroy the Rejected Products; or B. the Supplier requests the Customer to destroy or dispose of the Rejected Products; and (iv) the Supplier will be responsible for all reasonable costs incurred by the Customer in connection with returning or destroying Rejected Goods, provided that the Supplier: A. takes all reasonable steps to mitigate such costs; and B. obtains the Supplier’s consent prior to incurring any costs in excess of $5,000. (c) If any Rejected Product is suitable and safe for resale to the public, the Customer and the Supplier may negotiate in good faith a discounted Product Purchase Price for the Rejected Product. If the parties agree on a discounted Product Purchase Price for a Rejected Product, then: (i) that Product will be deemed to have been accepted by the Customer (and will cease to be a Rejected Product); and (ii) the Product Purchase Price payable by the Customer for that Product will be the discounted Product Purchase Price agreed between the parties in accordance with this clause.