REJECTION AND RETURN Sample Clauses

REJECTION AND RETURN. If any of the IMMC Conjugates or IMMC Hardware supplied by Immunicon to RDS hereunder breaches any warranty of Immunicon herein due to the fault of Immunicon and not due to any fault of RDS Technology or any substance or material supplied by RDS which is used or incorporated therein, RDS shall promptly notify Immunicon of such breach and may reject such IMMC Conjugates or IMMC Hardware within ninety (90) days after such breach should have reasonably been discovered and return such IMMC Conjugates or IMMC Hardware, if applicable, to Immunicon at Immunicon's expense.
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REJECTION AND RETURN. If any of the Magnetic Separation Materials or IC Hardware supplied by Immunicon hereunder breaches any warranty herein, MProbes shall promptly notify Immunicon of such breach and may reject such Magnetic Separation Materials or IC Hardware within ninety (90) days after such breach should have reasonably been discovered and return such Magnetic Separation Materials or IC Hardware, if applicable, to Immunicon at Immunicon's expense.
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REJECTION AND RETURN. Colgate will have the right to inspect the Product within thirty days after delivery to determine whether it conforms to the specifications. If any of the Products supplied hereunder (i) do not conform to the specifications, or (ii) are defective in material or workmanship ("Defective Products"), then Colgate will notify Anchor within thirty (30) days after delivery, and, if deemed by Colgate to be rejectable hereunder, return them to Anchor, at Anchor's expense, and as the exclusive remedy for such non-conforming Products receive either a credit or refund of the purchase price paid, or replacement products, all in accordance with Colgate's direction set forth in the foregoing notice, provided that Anchor is able to verify the Defective Products.
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REJECTION AND RETURN. Buyer shall have the right to reject, rework, or require correction of, any goods or materials found to be defective in material or workmanship, or otherwise not in conformity with the drawings and specifications contained or incorporated in this Order, after inspection or test at any time. Buyer will hold goods or materials rejected or required to be corrected until Buyer and Seller agree to the manner in which Seller will correct materials or Buyer may return goods or materials to Seller at Seller’s risk and expense, including transportation both ways and all handling charges. Buyer’s costs of rework or sorting such defective goods or materials, in order to keep its production lines in operation, shall be at Seller’s expense.
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REJECTION AND RETURN. In the event one of Buyer's customers rejects any Products, it shall send notice of that rejection to Buyer who will promptly provide such notice to Manufacturer and, together with Manufacturer, shall review that notice and, if appropriate, agree upon corrective action. To reject a Product, Buyer shall, within the Rejection Period, notify Manufacturer in writing of its rejection and request a Return Material Authorization ("RMA") number for the rejected Products. The notice of rejection shall state the reason for the rejection, the quantity of Products rejected and the invoice number of those Products. If Manufacturer agrees with Buyer's request for an RMA number, Manufacturer shall provide the RMA number in writing to Buyer within five (5) business days after receipt of the request. Within ten (10) business days after receipt of the RMA number, Buyer shall return to Manufacturer the properly rejected Products, freight prepaid to Manufacturer, in its original shipping carton with the RMA number displayed on the outside of the carton. Provided that Manufacturer has complied with its obligations in this Section, Manufacturer reserves the right To refuse to accept any rejected Products that do not bear an RMA number on the outside of the carton. As promptly as possible, but no later than ten (10) business days after receipt by Manufacturer of properly rejected Products, Manufacturer shall, at its option and expense, either repair or replace the Products. Manufacturer shall pay the shipping charges back to Buyer for properly rejected Products, otherwise, Buyer shall be responsible for the shipping charges.
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REJECTION AND RETURN. TCP or its customer may, at its option, inspect the Products upon delivery for the sole purpose of identifying the Products and general verification of quantities in order to provide a basis for payment, if any. Such inspection is not acceptance of any Products. TCP or its customer may reject or return at Suppliers' risk and expense all Products that were not shipped in accordance with applicable Purchase Orders.
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Related to REJECTION AND RETURN

  • Tax Characterization and Returns Until such time as the Company shall have more than one member, it is the intention of the Member that the Company be disregarded for federal and all relevant state tax purposes and that the activities of the Company be deemed to be activities of the Member for such purposes. All provisions of the Company’s Certificate of Formation and this Agreement are to be construed so as to preserve that tax status. The Member is hereby authorized to file any necessary elections with any tax authorities and shall be required to file any necessary tax returns on behalf of the Company with any such tax authorities.

  • Amended Returns Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the Mtron Group may be made only by the Company (or its Affiliates) responsible for preparing the original Tax Return with respect to such member pursuant to Sections 3.1 or 3.2 (and, for the avoidance of doubt, subject to the same review and comment rights set forth in Sections 3.1 or 3.2, to the extent applicable). Such Company (or its Affiliates) shall not, without the prior written consent of the other Company (which consent shall not be unreasonably withheld or delayed), file, or cause to be filed, any such amended Tax Return or claim for Tax refund, credit or offset to the extent that such filing, if accepted, is likely to increase the Taxes allocated to, or the Tax indemnity obligations under this Agreement of, such other Company for any Tax Year (or portion thereof); provided, however, that such consent need not be obtained if the Company filing the amended Tax Return by written notice to the other Company agrees to indemnify the other Company for the incremental Taxes allocated to, or the incremental Tax indemnity obligation resulting under this Agreement to, such other Company as a result of the filing of such amended Tax Return.

  • Preparation of Returns The Managing Member shall cause to be prepared all federal, state and local tax returns of the Company for each year for which such returns are required to be filed and shall cause such returns to be timely filed. The Managing Member shall determine the appropriate treatment of each item of income, gain, loss, deduction and credit of the Company and the accounting methods and conventions under the tax laws of the United States of America, the several states and other relevant jurisdictions as to the treatment of any such item or any other method or procedure related to the preparation of such tax returns. Except as specifically provided otherwise in this Agreement, the Managing Member may cause the Company to make or refrain from making any and all elections permitted by such tax laws. As promptly as practicable after the end of each Fiscal Year, the Managing Member shall cause the Company to provide to each Member a Schedule K-1 for such Fiscal Year. Additionally, the Managing Member shall cause the Company to provide to each Member, to the extent commercially reasonable and available to the Company without undue cost, any information reasonably required by the Member to prepare, or in connection with an audit of, such Member’s income tax returns.

  • Taxes and Returns (a) The Purchaser has timely filed, or caused to be timely filed, all material Tax Returns required to be filed by it, which such Tax Returns are accurate and complete in all material respects, and has paid, collected or withheld, or caused to be paid, collected or withheld, all material Taxes required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Purchaser Financials have been established in accordance with GAAP. Schedule 3.10(a) sets forth each jurisdiction where the Purchaser files or is required to file a Tax Return. There are no audits, examinations, investigations or other proceedings pending against the Purchaser in respect of any Tax, and the Purchaser has not been notified in writing of any proposed Tax claims or assessments against the Purchaser (other than, in each case, claims or assessments for which adequate reserves in the Purchaser Financials have been established in accordance with GAAP or are immaterial in amount). There are no Liens with respect to any Taxes upon any of the Purchaser’s assets, other than Permitted Liens. The Purchaser has no outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Purchaser for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any Tax Return.

  • Tax Returns, Payments and Elections The Company has timely filed all tax returns and reports as required by law. These returns and reports are true and correct in all material respects. The Company has paid all taxes and other assessments due except in any such case as would not have a material adverse effect on the Company. The provision for taxes of the Company as shown in the Financial Statements is adequate for taxes due or accrued as of the date hereof. The Company has not elected pursuant to the Internal Revenue Code of 1986, as amended ("Code"), to be treated as an S corporation or a collapsible corporation pursuant to Section 1362(a) or Section 341(f) of the Code, nor has it made any other elections pursuant to the Code (other than elections that relate solely to methods of accounting, depreciation, or amortization) that would have a material effect on the business, properties, prospects, or financial condition of the Company. The Company has never had any tax deficiency proposed or assessed against it and has not executed any waiver of any statute of limitations on the assessment or collection of any tax or governmental charge. None of the Company's federal income tax returns and none of its state income or franchise tax or sales or use tax returns has ever been audited by governmental authorities. Since the date of the Financial Statements, the Company has made adequate provisions on its books of account for all taxes, assessments, and governmental charges with respect to its business, properties, and operations for such period. The Company has withheld or collected from each payment made to each of its employees the amount of all taxes, including, but not limited to, federal income taxes, Federal Insurance Contribution Act taxes and Federal Unemployment Tax Act taxes required to be withheld or collected therefrom, and has paid the same to the proper tax receiving officers or authorized depositories.

  • Income Tax Returns and Reports The Trustee shall, to the extent necessary, prepare and file on behalf of the Trust appropriate United States and Canadian income tax returns and any other returns or reports as may be required by applicable law or pursuant to the rules and regulations of any securities exchange or other trading system through which the Exchangeable Shares are traded.

  • Preparation and Filing of Tax Returns; Payment of Taxes (a) The Seller shall cause to be timely prepared and filed when due all Tax Returns of the Company and each Subsidiary required to be filed (taking into account extensions) on or prior to the Closing Date.

  • Tax Returns and Elections The Company shall cause to be prepared and timely filed all federal, state and local income tax returns or other returns or statements required by applicable law. As soon as reasonably practicable after the end of each fiscal year of the Company, the Company shall cause to be prepared and delivered to the Member all information with respect to the Company necessary for the Member’s federal and state income tax returns.

  • Preparation and Filing of Tax Returns (i) The Company, if possible, or otherwise the Stockholders shall file or cause to be filed all income Tax Returns (federal, state, local or otherwise) of any Acquired Party for all taxable periods that end on or before the Funding and Consummation Date, and shall permit TCI to review all such Tax Returns prior to such filings. Unless the Company is a C corporation, the Stockholders shall pay or cause to be paid all Tax liabilities (in excess of all amounts already paid with respect thereto or properly accrued or reserved with respect thereto on the Company Financial Statements) shown by such Returns to be due.

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