Common use of INSPECTION AND REJECTION Clause in Contracts

INSPECTION AND REJECTION. 4.1 The Purchaser may, by written notice to the Contractor at any time within 30 days of delivery, reject all or any of the Goods which fail to meet the requirements of the Contract, or Goods in a consignment which is deficient in weight, quantity or measure. 4.2 If the Purchaser rejects any of the Goods pursuant to Clause 4.1, the Purchaser shall be entitled, at its option: 4.2.1 to have the rejected Goods repaired by the Contractor at the Contractor’s expense, without delay and in any event within 7 days of the rejection notice, so as to meet in all respects the requirements of the Contract; or 4.2.2 to have the rejected Goods replaced by the Contractor at the Contractor’s expense, without delay and in any event within 7 days of the rejection notice, with Goods which comply in all respects with the requirements of the Contract; or 4.2.3 to obtain from the Contractor, without delay, a full refund in respect of the Goods concerned. 4.3 The rights of the Purchaser in Clause 4.2 shall apply: 4.3.1 without prejudice to its other rights and remedies; and 4.3.2 to Goods as originally delivered, and to Goods repaired or replaced pursuant to that Clause. 4.4 Unless the Purchaser elects for rejected Goods to be repaired, and agrees to that repair taking place at the Premises, any rejected Goods shall be removed by (and at the expense of) the Contractor within 7 days of the rejection notice. If the Contractor fails to remove rejected Goods within such period, the Purchaser may return the rejected Goods or any of them at the Contractor’s risk, and the Contractor will indemnify the Purchaser in respect of the cost of carriage and any other costs incurred in relation to such return. 4.5 The Purchaser’s rights and remedies as regards Goods which fail to meet the requirements of the Contract or Goods in a consignment which is deficient in weight, quantity or measure shall be unaffected if the loss or damage occurred in the transit of the Goods.

INSPECTION AND REJECTION. 4.1 5.8.1 The Purchaser maySupplier shall permit the Customer and/or its authorised representatives to make any inspections or tests on the Leased Goods, which may reasonably be required and the Supplier shall afford all reasonable facilities and assistance free of charge at the Supplier’s premises. No failure to make complaint at the time of such inspection or tests and no approval given during or after such tests of the Leased Goods or inspections shall constitute a waiver by the Customer of any rights or remedies in respect of the Leased Goods and, in particular, the Customer retains the right to reject the Leased Goods. 5.8.2 The Customer may by written notice to the Contractor at any time within 30 days of delivery, Supplier reject all or any of the Goods Leased Goods, which fail to conform to the approved sample or fail to meet the requirements specification stated in the Order Form. Such notice shall be given within a reasonable time after delivery to the Customer of the Contract, or Leased Goods in a consignment which is deficient in weight, quantity or measure. 4.2 concerned. If the Purchaser Customer rejects any of the Leased Goods pursuant to Clause 4.1, this clause the Purchaser Customer shall be entitled, at its optionentitled (without prejudice to other rights and remedies) either: 4.2.1 5.8.2.1 to have the rejected Leased Goods repaired by the Contractor at the Contractor’s expense, without delay concerned as quickly as possible and in any event within 7 days of 5 Working Days either repaired by the rejection notice, so Supplier or (as to meet in all respects the requirements of the Contract; or 4.2.2 to have the rejected Goods Customer shall elect) replaced by the Contractor at the Contractor’s expense, without delay and in any event within 7 days of the rejection notice, Supplier with Goods which comply that conform in all respects with the requirements of approved sample or with the Contractspecification set out in the Order Form and due delivery shall not be deemed to have taken place until such repair or replacement has occurred; or 4.2.3 5.8.2.2 to obtain treat the Lease Agreement as discharged by the Supplier’s breach and require a refund from the Contractor, without delay, a full refund Supplier in respect of any Rental or other charges paid by the Customer in respect of the Leased Goods concernedconcerned together with payment of any additional expenditure over and above the price incurred by the Customer in obtaining replacement goods in replacement provided that the Customer uses its reasonable endeavours to mitigate any additional expenditure in obtaining replacement goods. 4.3 5.8.3 The rights issue by the Customer of a receipt note for the Leased Goods shall not constitute any acknowledgement of the Purchaser in Clause 4.2 shall apply: 4.3.1 without prejudice to its other rights and remedies; and 4.3.2 to Goods as originally delivered, and to Goods repaired or replaced pursuant to that Clause. 4.4 Unless the Purchaser elects for rejected Goods to be repaired, and agrees to that repair taking place at the Premises, any rejected Goods shall be removed by (and at the expense of) the Contractor within 7 days of the rejection notice. If the Contractor fails to remove rejected Goods within such period, the Purchaser may return the rejected Goods or any of them at the Contractor’s risk, and the Contractor will indemnify the Purchaser in respect of the cost of carriage and any other costs incurred in relation to such return. 4.5 The Purchaser’s rights and remedies as regards Goods which fail to meet the requirements of the Contract or Goods in a consignment which is deficient in weightcondition, quantity or measure nature of those Leased Goods. 5.8.4 Any Leased Goods rejected or returned by the Customer as described in Clause 5.3.5.2 shall be unaffected if returned to the loss or damage occurred in Supplier at the transit of the GoodsSupplier’s risk and expense.

INSPECTION AND REJECTION. 4.1 6.1 The Purchaser may, by written notice to the Contractor at any time within 30 days of delivery, reject all or any of the Goods which fail to meet the requirements of the Contract, or Goods in a consignment which is deficient in weight, quantity or measure. 4.2 6.2 If the Purchaser rejects any of the Goods pursuant to Clause 4.16.1 of this Section, the Purchaser shall be entitled, at its option: 4.2.1 6.2.1 to have the rejected Goods repaired by the Contractor at the Contractor’s 's expense, without delay and in any event within 7 days of the rejection notice, so as to meet in all respects the requirements of the Contract; or 4.2.2 6.2.2 to have the rejected Goods replaced by the Contractor at the Contractor’s 's expense, without delay and in any event within 7 days of the rejection notice, with Goods which comply in all respects with the requirements of the Contract; or 4.2.3 6.2.3 to obtain from the Contractor, without delay, a full refund in respect of the Goods concerned. 4.3 6.3 The rights of the Purchaser in Clause 4.2 6.2 of this Section shall apply: 4.3.1 6.3.1 without prejudice to its other rights and remedies; and 4.3.2 6.3.2 to Goods as originally delivered, and to Goods repaired or replaced pursuant to that Clause. 4.4 6.4 Unless the Purchaser elects for rejected Goods to be repaired, and agrees to that repair taking place at the Premises, any rejected Goods shall be removed by (and at the expense of) the Contractor within 7 days of the rejection notice. If the Contractor fails to remove rejected Goods within such period, the Purchaser may return the rejected Goods or any of them at the Contractor’s 's risk, and the Contractor will indemnify the Purchaser in respect of the cost of carriage and any other costs incurred in relation to such return. 4.5 6.5 The Purchaser’s 's rights and remedies as regards Goods which fail to meet the requirements of the Contract or Goods in a consignment which is deficient in weight, quantity or measure shall be unaffected if the loss or damage occurred in the transit of the Goods.

INSPECTION AND REJECTION. 4.1 The Purchaser may, Supplier shall permit AQA or its authorised representatives to make any inspections or tests he may reasonably require and the Supplier shall afford all reasonable facilities and assistance free of charge at his premises. No failure to make complaint at the time of such inspection or tests and no approval given during or after such tests or inspections shall constitute a waiver by written notice to the Contractor at AQA of any time within 30 days of delivery, reject all rights or any remedies in respect of the Goods which fail to meet the requirements of the Contract, or Goods in a consignment which is deficient in weight, quantity or measureGoods. 4.2 If following an inspection AQA reasonably considers that the Purchaser rejects Goods are not or are not likely to be as warranted under clause 2 AQA shall inform the Supplier and the supplier shall immediately take such action as is necessary to ensure that the Goods are or will be as warranted under clause 2. AQA shall have the right to re-conduct inspections and take further samples after the Supplier has carried out the remedial actions. 4.3 AQA shall not be deemed to have accepted any Goods until it has had a reasonable time to inspect them following delivery, or, in the case of a latent defect in the Goods, until a reasonable time after the latent defect has become apparent. 4.4 If any Goods do not comply with clause 2 or are otherwise not in conformity with this Agreement then, without limiting any other right or remedy AQA may have, AQA may reject those Goods and: 4.4.1 require the Supplier to repair or replace the rejected Goods at the Supplier’s risk and expense within five Working Days of being requested to do so; or 4.4.2 require the Supplier to repay the price of the rejected Goods pursuant in full; and 4.4.3 claim damages for any other costs, expenses or losses resulting from the Supplier’s delivery of Goods that are not in conformance with the terms of this Agreement. 4.5 AQA’s rights under clause 4.4 are in addition to Clause 4.1the rights and remedies available to it in respect of the statutory conditions implied into this Agreement by the Sale of Goods Xxx 0000. 4.6 If a Supplier fails promptly to repair or replace the Goods in accordance with clause 4.4.1 then AQA may, the Purchaser shall be entitledwithout affecting its rights under clause 4.4.3, at its option: 4.2.1 to obtain substitute goods from a third party supplier, or have the rejected Goods repaired by the Contractor at the Contractor’s expense, without delay and in any event within 7 days of the rejection notice, so as to meet in all respects the requirements of the Contract; or 4.2.2 to have the rejected Goods replaced by the Contractor at the Contractor’s expense, without delay and in any event within 7 days of the rejection notice, with Goods which comply in all respects with the requirements of the Contract; or 4.2.3 to obtain from the Contractor, without delay, a full refund in respect of the Goods concerned. 4.3 The rights of the Purchaser in Clause 4.2 shall apply: 4.3.1 without prejudice to its other rights and remedies; and 4.3.2 to Goods as originally delivered, and to Goods repaired or replaced pursuant to that Clause. 4.4 Unless the Purchaser elects for rejected Goods to be repaired, and agrees to that repair taking place at the Premises, any rejected Goods shall be removed by (and at the expense of) the Contractor within 7 days of the rejection notice. If the Contractor fails to remove rejected Goods within such period, the Purchaser may return the rejected Goods or any of them at the Contractor’s riskthird party, and the Contractor will indemnify Supplier shall reimburse AQA for the Purchaser costs it incurs in respect of the cost of carriage and any other costs incurred in relation to such returndoing so. 4.5 The Purchaser’s rights and remedies as regards Goods which fail to meet the requirements of the Contract or Goods in a consignment which is deficient in weight, quantity or measure shall be unaffected if the loss or damage occurred in the transit of the Goods.

INSPECTION AND REJECTION. 4.1 The Purchaser may, by written notice to Customer or its authorised third party (including as relevant its CMO) shall inspect the Contractor at any time within 30 days of delivery, reject all Products upon receipt in accordance with its or any of the Goods its CMO’s standard goods inwards procedures (which fail to meet the requirements of the Contract, or Goods in a consignment which is deficient in weight, quantity or measure. 4.2 If the Purchaser rejects any of the Goods pursuant to Clause 4.1, the Purchaser procedures shall be entitled, at its option: 4.2.1 to have the rejected Goods repaired by the Contractor at the Contractor’s expense, without delay consistent with generally accepted industry practice). Customer shall notify Life in writing as soon as reasonably possible and in any event within 7 *** business days of receipt if any Products are short against order, or on a visual inspection appear defective or damaged. Life shall have no liability for such claims not notified within *** business days of receipt. With respect to any defect other than one that would be reasonably apparent on a visual inspection by Customer or its CMO in accordance with its standard goods inwards procedures during such *** business-day period, Customer shall have the rejection notice, so as right to meet notify Life in all respects the requirements writing of any such defect within *** business days after becoming aware of the Contract; or 4.2.2 to have the rejected Goods replaced by the Contractor at the Contractor’s expense, without delay and in any event defect provided always that this occurs within 7 days of the rejection notice, with Goods which comply in all respects with the requirements of the Contract; or 4.2.3 to obtain *** months from the Contractordate of receipt of Products by Customer. Life shall have no liability for such claims not notified within such *** business-day period and, without delay, a full refund in respect of defects other than one that would be reasonably apparent on a visual inspection by Customer in accordance with its standard goods inwards procedures *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Goods concernedCommission. (“hidden defects”), also within *** months from date of receipt by Customer. 4.2 With respect to any Products that fail to comply with Specifications on delivery or, in respect of hidden defects, within *** months of receipt by Customer, Life shall, where possible, replace any non-conforming Products from a different batch within the Lead Time or if Life cannot make such replacement, refund the cost of any non-conforming Products. SAVE AS PROVIDED IN CLAUSES 4.3, 7.5 OR UNDER ANY INDEMNITY, AND TOGETHER WITH THE COSTS IN CLAUSE 4.4 THE FOREGOING SHALL BE CUSTOMER’S SOLE REMEDY FOR ANY FAILURE IN THE PRODUCT TO MEET SPECIFICATIONS. 4.3 The rights On the occurrence of an Inability to Supply Event or where Life refunds the Purchaser cost of any non-conforming Product in Clause 4.2 accordance with clause 4.2, Customer shall apply: 4.3.1 without prejudice be entitled to its other rights and remedies; and 4.3.2 order a replacement for the non-conforming Product from a third party in the case of an Inability to Goods as originally deliveredSupply Event whilst such Inability to Supply Event subsists. For clarity, and delivery of any order intended to Goods repaired or replaced pursuant replace any non-conforming Product may occur after any Inability to that ClauseSupply Event ceases provided order was placed during the period in which such Inability to Supply Event subsisted. 4.4 Unless the Purchaser elects for All costs of shipment from Customer resulting from rejected Goods Product found to be repaired, and agrees to that repair taking place at the Premises, any rejected Goods conforming shall be removed borne by (and at the expense of) the Contractor within 7 days Customer. All costs of the rejection notice. If the Contractor fails shipment of Product to remove replace properly rejected Goods within such period, the Purchaser may return the rejected Goods or any of them at the Contractor’s risk, and the Contractor will indemnify the Purchaser in respect of the cost of carriage and any other costs incurred in relation Product not conforming to such returnSpecifications shall be borne by Life. 4.5 The PurchaserLife shall not be responsible for Products if they are removed from their original vials prior to Customer’s rights and remedies visual inspection or modified in any manner (other than modifications to enable use for licensed purpose), nor for any use or misuse by any party other than Life. 4.6 Life will not be responsible for any non-conformance that is due to any failure by the carrier or Customer to handle or store Products as regards Goods which fail to meet the requirements of the Contract or Goods in a consignment which is deficient in weight, quantity or measure shall be unaffected if the loss or damage occurred indicated in the transit of the GoodsSpecifications.