Customer Deductions Sample Clauses
The Customer Deductions clause defines the circumstances under which a customer may subtract amounts from payments owed to the supplier, typically to account for issues such as defective goods, short shipments, or agreed-upon promotional allowances. In practice, this clause outlines the process for notifying the supplier of a deduction, the documentation required to support the deduction, and any limitations or approval requirements. Its core function is to provide a clear and fair mechanism for resolving payment discrepancies, thereby reducing disputes and ensuring both parties understand how deductions are handled.
Customer Deductions. 1. Following the Closing, but subject to Section 8(m), (n), (o) and (q), Buyer shall reimburse Seller for all deductions taken or made by customers or other third parties against any accounts receivable or invoices of Seller and its affiliates or otherwise charged to the account of Seller or its affiliates to the extent relating to the Business after the Closing, including any of the foregoing, which arise out of any trade promotion or trade allowance programs or consumer promotion programs of the type described in Sections 8(m), (n), (o) and (q) (including coupons and free-standing inserts) relating to the Business.
2. Each party shall comply with the following procedures in dealing with such deductions and other charges to the account of Seller or its affiliates for which Seller seeks reimbursement from Buyer:
a. Seller shall give written notice (the "Deduction Notice") to Buyer of any such deductions and other charges to the account of Seller or its affiliates within 90 days following Seller's (or its applicable affiliate's) receipt and identification thereof; provided that the failure to give such notice within 90 days shall not affect Seller's rights hereunder, except to the extent that Buyer is actually prejudiced thereby; and
b. Within ten (10) business days following delivery of a Deduction Notice, Buyer shall tender to Seller a check or wire transfer in the aggregate amount of such deductions or other charges to the account of Seller or its affiliates that are set forth therein. Late payments of any such amounts shall bear interest at the Applicable Rate.
3. Nothing in this Section 8(p) shall restrict Buyer from contesting any deductions or charges that a customer or third party has taken or made; provided that Buyer reimburses Seller for the deductions or charges so made or taken and seeks to recover the alleged wrongful deductions or charges directly from the customer or third party.
Customer Deductions. After the Closing, for a period of twelve (12) months, the Buyer shall assist the Company with validation of customer deductions related to promotional programs offered in connection with the Company’s DCB business.
Customer Deductions. At the Client’s reasonable request, IDS will promptly and diligently assist the Client, in good faith, in researching and providing sufficient documentation to dispute any customer claims that are related to the Services provided
Customer Deductions. Following the Closing, Seller shall ------------------- reimburse Buyer for all deductions taken to the extent relating to the businesses of Seller other than the Business, or made by customers or other third parties against any accounts receivable or invoices of Buyer and its affiliates or otherwise charged to the account of Buyer or its affiliates; including any of the foregoing which arise out of any trade promotion or trade allowance programs or consumer promotion programs (including free-standing inserts) relating to such other businesses.
Customer Deductions. Similarly, deductions taken by a customer shall be the responsibility of the party to whose invoice(s) the deduction relates. The parties will endeavor to determine which invoice(s) a given deduction relates to if it is not clear. If the underlying invoice(s) pertaining to a particular deduction cannot be determined, the responsibility for such deductions will be borne by Sellers if the deduction is received prior to January 15, 2003 and by Buyer thereafter.