Common use of Rejection of ATS Nutrient Solution in Case of Nonconformity Clause in Contracts

Rejection of ATS Nutrient Solution in Case of Nonconformity. 3.5.1 Buyer may reject any portion of any shipment of ATS Nutrient Solution which is not conforming in all material respects with the product description contained in Exhibit A hereto or does not substantially conform in characteristics and quality to the Nutrient Solution provided for evaluation hereunder. In order to reject a shipment, Buyer must (i) give notice to ATS of Buyer's intent to reject the shipment within thirty (30) days of receipt together with a detailed written indication of the reasons for such possible rejection, and (ii) as promptly as reasonably possible thereafter but in any event within an additional thirty (30) days, provide ATS with notice of final rejection and the full basis therefor. After notice of intention to reject is given, Buyer shall cooperate with ATS in determining whether rejection is necessary or justified. If no such notice of intent to reject is timely received by ATS, Buyer shall be deemed to have accepted such shipment of ATS Nutrient Solution. 3.5.2 On properly rejected ATS Nutrient Solution ATS shall provide replacement ATS Nutrient Solution at the time it is rejected by Buyer, provided that if ATS disputes the rejection, replacement shall be made at Buyer's cost, until such time as the dispute is finally resolved. ATS shall notify Buyer as promptly as reasonable possible whether it accepts Buyer's basis for rejection. 3.5.3 Buyer shall, upon receipt of ATS's request for return, promptly dispatch said batch to ATS, [** ]. If ATS does not request the return to it of a rejected batch within ninety (90) days of receipt of Buyer's notice of rejection, Buyer shall destroy such batch promptly and provide ATS with certification of such destruction.

Rejection of ATS Nutrient Solution in Case of Nonconformity. 3.5.1 Buyer may reject any portion of any shipment of ATS Nutrient Solution which is not conforming in all material respects with the product description contained in Exhibit A hereto or does not substantially conform in characteristics and quality to the Nutrient Solution provided for evaluation hereunderhereto. In order to reject a shipment, Buyer must (i) --------- give notice to ATS of Buyer's intent to reject the shipment within thirty fifteen (3015) days of receipt together with a detailed written indication of the reasons for such possible rejection, and (ii) as promptly as reasonably possible thereafter but in any event within an additional thirty (30) days, provide ATS with notice of final rejection and the full basis therefor. After notice of intention to reject is given, Buyer shall cooperate with ATS in determining whether rejection is necessary or justified. If no such notice of intent to reject is timely received by ATS, Buyer shall be deemed to have accepted such shipment of ATS Nutrient Solution. 3.5.2 On properly rejected ATS Nutrient Solution ATS shall provide replacement ATS Nutrient Solution at the time it is rejected by Buyerultimately rejected, provided that if ATS disputes the rejection, replacement shall be made made, if at Buyer's costall, until such at the time as the dispute is finally resolved. ATS shall notify Buyer as promptly as reasonable reasonably possible whether it accepts Buyer's basis for rejection. 3.5.3 Buyer shall, upon receipt of ATS's request for return, promptly dispatch said batch to ATS, [** ]. If ATS does not request the return to it of a rejected batch within ninety (90) days of receipt of Buyer's notice of rejection, Buyer shall destroy such batch promptly and provide ATS with certification of such destruction.

Rejection of ATS Nutrient Solution in Case of Nonconformity. 3.5.1 Buyer may reject any portion of any shipment of ATS Nutrient Solution which is not conforming in all material respects with the product description contained in Exhibit EXHIBIT A hereto or does not substantially conform in characteristics and quality to the Nutrient Solution provided for evaluation hereunderhereto. In order to reject a shipment, Buyer must (i) give notice to ATS of Buyer's intent to reject the shipment within thirty fifteen (3015) days of receipt together with a detailed written indication of the reasons for such possible rejection, and (ii) as promptly as reasonably possible thereafter but in any event within an additional thirty (30) days, provide ATS with notice of final rejection and the full basis therefor. After notice of intention to reject is given, Buyer shall cooperate with ATS in determining whether rejection is necessary or justified. If no such notice of intent to reject is timely received by ATS, Buyer shall be deemed to have accepted such shipment of ATS Nutrient Solution. 3.5.2 On properly rejected ATS Nutrient Solution ATS shall provide replacement ATS Nutrient Solution at the time it is rejected by Buyerultimately rejected, provided that if ATS disputes the rejection, replacement shall be made made, if at Buyer's costall, until such at the time as the dispute is finally resolved. ATS shall notify Buyer as promptly as reasonable reasonably possible whether it accepts Buyer's basis for rejection. 3.5.3 Buyer shall, upon receipt of ATS's request for return, promptly dispatch said batch to ATS, [** ]at ATS's cost. If ATS does not request the return to it of a rejected batch within ninety (90) days of receipt of Buyer's notice of rejection, Buyer shall destroy such batch promptly and provide ATS with certification of such destruction.

Rejection of ATS Nutrient Solution in Case of Nonconformity. 3.5.1 3.6.1 Subject to Section 3.5.2 hereof, Buyer may reject any portion of any shipment of ATS Nutrient Solution which is not conforming in all material respects with the product description specifications contained in Exhibit A hereto or does not substantially conform in characteristics and quality to the Nutrient Solution provided for evaluation hereunderhereto. In order to reject a shipment, Buyer must (i) give written notice to ATS of Buyer's intent to reject the shipment within thirty fifteen (3015) days of receipt of the ATS Nutrient Solution together with a detailed written indication of the reasons for such possible rejection, and (ii) as promptly as reasonably possible thereafter but in any event within an additional thirty (30) days, provide ATS with written notice of final rejection and the full basis therefor. After notice of intention to reject is given, Buyer shall fully cooperate with ATS in determining ATS' determination of whether rejection is necessary or justified. If no such written notice of intent to reject is timely received by ATS, Buyer shall be deemed to have accepted such shipment of ATS Nutrient Solution for all intent and purposes. 3.6.2 If ATS disagrees with any alleged nonconformity, then an independent laboratory (or other expert) of recognized repute, selected by ATS and reasonably acceptable to Buyer, shall analyze a sample or such other portions of a shipment, furnished by Buyer from the shipment received by Buyer, as may be necessary to substantiate whether the shipment rejected by Buyer conformed (or not) to the specifications. The laboratory (or expert) shall use such procedures and tests as the laboratory may consider necessary or appropriate to reach a conclusion. Both parties agree to cooperate with the independent laboratory's reasonable requests for assistance in connection with its analysis hereunder. Both parties shall be bound by the laboratory's results of analysis, which, absent manifest error, shall be deemed final as to any dispute over compliance of the shipment of ATS Nutrient Solution with the specifications. The costs incurred by the laboratory shall be borne by the losing party. If the independent laboratory determines that the shipment of ATS Nutrient Solution is conforming, then Buyer shall be responsible for the purchase price for the allegedly nonconforming shipment of ATS Nutrient Solution, as well as, upon receipt and acceptance by Buyer in accordance with the procedures (and at the same price charged in the original shipment) set forth herein, the replacement shipment of ATS Nutrient Solution. 3.5.2 3.6.3 On properly rejected ATS Nutrient Solution ATS shall provide replacement ATS Nutrient Solution at the time it is rejected by Buyerultimately rejected, provided that if ATS disputes the rejection, replacement shall be made made, if at Buyer's costall, until such at the time as the dispute is finally resolved. ATS shall notify Buyer as promptly as reasonable possible whether it accepts Buyer's basis for rejectionresolved in accordance with Section 3.5. 3.5.3 Buyer shall, upon receipt of ATS's request for return, promptly dispatch said batch to ATS, [** ]. If ATS does not request the return to it of a rejected batch within ninety (90) days of receipt of Buyer's notice of rejection, Buyer shall destroy such batch promptly and provide ATS with certification of such destruction.