Common use of Nonconforming Goods Clause in Contracts

Nonconforming Goods. Buyer shall have the right of inspection and approval, and may, in addition to its other remedies, reasonable opportunity to reject and return Goods or require replacement Goods at Seller’s sole cost and expense if such Goods are defective and/or not in compliance with specifications, warranty or any terms and conditions set forth in this Agreement. Payment for or use of Goods prior to inspection shall not constitute acceptance thereof and shall be made without prejudice to any and all claims that Buyer may have against Seller. Buyer’s signature on any shipping/receiving document shall not constitute acceptance of Goods or any different terms or conditions or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of the shipment of Goods shall not bind Buyer to accept any non-conforming Goods simultaneously provided by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer in doing so. Destruction and clean-up costs of non-conforming Goods shall be reimbursed by Seller as well. In the event Buyer receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damages.

Nonconforming Goods. Buyer shall have the right of inspection and approval, and may, in addition to its other remedies, reasonable opportunity to reject and return Goods or require replacement Goods at Seller’s sole cost and expense if such Goods are defective and/or not in compliance with specifications, warranty or any terms and conditions set forth in this Agreement. Payment for or use of Goods prior to inspection shall not constitute acceptance thereof and shall be made without prejudice to any and all claims that Buyer may have against Seller. Buyer’s signature on any shipping/receiving document shall not constitute acceptance of Goods or any different terms or conditions conditions, or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of the shipment of Goods shall not bind Buyer to accept any non-non- conforming Goods simultaneously provided by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer Xxxxx in doing so. Destruction and clean-up costs of non-conforming Goods shall be reimbursed by Seller Xxxxxx as well. In the event Buyer Xxxxx receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damages.

Nonconforming Goods. All goods received shall be subject to Buyer’s inspection, acceptance, or rejection. Seller waives any rights to require Buyer shall have to conduct such inspections. Buyer will request Return Materials Authorization, (“RMA”), or equivalent, for rejected goods within a reasonable period after receipt. Inspection, acceptance, or rejection may, at Buyer’s option, be made under operating conditions after incorporation of the right goods, at any time, into any plant, facility, equipment, or other product of inspection and approvalwhich such goods are to be a part. Seller agrees to provide Buyer RMA or equivalent, or written instructions for disposition, within five working days. Nonconforming goods will be held by Buyer in accordance with Seller's instructions, at Seller's risk, and mayif Seller so directs, returned to Seller. All expenses incurred by Xxxxx in addition to its other remediesdoing so, reasonable opportunity to reject including, but not limited to, storage, transportation, handling, and return Goods or require replacement Goods at associated processing costs, shall be borne by Seller. Seller’s sole cost and expense if failure to provide such Goods are defective and/or not in compliance with specificationsinformation within five working days shall entitle Buyer, warranty or any terms and conditions set forth in this Agreementat Buyer’s option, to dispose of the goods without liability to Seller. Payment for or use of Goods prior to inspection nonconforming goods shall not constitute an acceptance thereof and shall of them, or in any way limit or impair Buyer's right to assert any legal or equitable remedy, or relieve Seller's responsibility for latent defects. To the extent Xxxxx rejects goods as nonconforming, the quantities under this contract may be made without prejudice to any and all claims that reduced unless Buyer may have against otherwise notifies Seller. Seller will not replace quantities so reduced without a new contract or schedule from Buyer’s signature on any shipping/receiving document shall not constitute acceptance of Goods or any different terms or conditions or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of the shipment of Goods shall not bind Buyer to accept any non-conforming Goods simultaneously provided by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer in doing so. Destruction and clean-up costs of non-conforming Goods shall be reimbursed by Seller as well. In the event Buyer receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damages.

Nonconforming Goods. Buyer shall notify Seller in writing within ten (10) days after delivery of any nonconforming Goods or any deficiencies or shortages; otherwise all such claims shall be deemed waived by Buyer. The use or resale by Buyer of any Goods claimed to be nonconforming or deficient shall constitute acceptance of such items by Buyer. Buyer shall have no right to withhold payment of the right purchase price or to adjust the amount of inspection and approvalthe purchase price because of any such claim. The sole remedy of Buyer shall be the replacement or repair by Seller, and may, in addition to its other remedies, reasonable opportunity to reject and return Goods or require replacement Goods at Seller’s sole cost and expense if such Goods are defective and/or not option, of nonconforming or deficient items, which remedy shall be in compliance with specifications, warranty lieu of Buyer’s right to consequential damages or any terms other remedy available under applicable laws; provided, Seller shall have no obligation to replace or repair any such items if Buyer is in default under this agreement in any respect. Any Goods delivered to Buyer but not accepted shall be held and conditions set forth stored by Buyer in this Agreementa commercially reasonable manner until returned by Buyer to Seller upon Seller’s authorization, freight prepaid. Payment Claims of Buyer for damages or use loss of Goods prior to inspection shall not constitute acceptance thereof and during shipment shall be made without prejudice solely against the carrier. Title and Risk of Loss. Title to any all goods and all claims that risk of loss shall pass to Buyer may have against Seller. Buyer’s signature on any shipping/receiving document shall not constitute acceptance of at the time the Goods are delivered to the carrier for shipment, or any different terms or conditions or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of when delivered to the shipment of Goods shall not bind Buyer to accept any non-conforming Goods simultaneously provided location specified by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer in doing so. Destruction and clean-up costs of non-conforming Goods shall be reimbursed by Seller as well. In the event Buyer receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damageswhichever occurs first.

Nonconforming Goods. Buyer shall have the right of inspection and approval, and may, in addition to its other remedies, have reasonable opportunity to reject and return Goods or require replacement Goods at Seller’s sole cost and expense if such Goods are defective and/or not in compliance with specifications, warranty or any terms and conditions set forth in this the Agreement. Payment for or use of Goods prior to inspection shall not constitute acceptance thereof and shall be made without prejudice to any and all claims that Buyer may have against Seller. Buyer’s signature on any shipping/receiving document shall not constitute acceptance of Goods or any different terms or conditions or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of the shipment of Goods shall not bind Buyer to accept any non-conforming Goods simultaneously provided by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer in doing so. Destruction and clean-up costs of non-conforming Goods shall be reimbursed by Seller as well. In the event Buyer receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damages.

Nonconforming Goods. Buyer shall have the right of inspection and approval, and may, in addition to its other remedies, have reasonable opportunity to reject and return Goods or require replacement Goods at Seller’s sole cost and expense if such Goods are defective and/or not in compliance with specifications, warranty or any terms and conditions set forth in this the Agreement. Payment for or use of Goods prior to inspection shall not constitute acceptance thereof and shall be made without prejudice to any and all claims that Buyer may have against Seller. Buyer’s signature on any shipping/receiving document shall not constitute acceptance of Goods or any different terms or conditions or acknowledge condition of Goods but shall merely acknowledge receipt of a shipment. Acceptance of any part of the shipment of Goods shall not bind Buyer to accept any non-conforming Goods simultaneously provided by Seller, nor deprive Buyer of the right to reject any previous or future non-conforming goods. If Seller fails to correct defects in or replace nonconforming Goods promptly, then Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer Xxxxx in doing so. Destruction and clean-clean- up costs of non-conforming Goods shall be reimbursed by Seller Xxxxxx as well. In the event Buyer Xxxxx receives Goods whose defects or nonconformity is not apparent on examination, Buyer reserves the right to require replacement of such non-conforming Goods, as well as payment of damages.