Common use of Rejection of Products Clause in Contracts

Rejection of Products. Unless otherwise stated in a specific Product Attachment, within thirty (30) business days from the receipt of a Product, OCD may reject such Product supplied hereunder which does not conform to the Product Requirements or fails OCD’s Incoming Testing criteria. Any claims for failure to so conform or for such defects (“Claims”) shall be made by OCD in writing to SNBTS, indicating the non-conforming characteristics of the Products. At the request and expense of SNBTS, OCD shall return the defective Product, or a representative sample thereof, to SNBTS for testing. Upon receipt by SNBTS of such Claim, and unless otherwise stated in a specific Product Attachment, SNBTS shall have thirty (30) business days to inspect Products and to provide a written response to OCD regarding such Claim. OCD shall have no obligation to pay for any Products that are subject to Claims. Should SNBTS’ test results reasonably confirm the Product’s non-conformance to the Product Requirements or to OCD’s Incoming Testing criteria, SNBTS shall, at OCD’s option and as promptly as possible after submission of a claim by OCD, (i) if payment has already been made by OCD, provide OCD with a refund of the full amount paid by OCD for such Products or issue OCD a credit against future xxxxxxxx equal to the full amount paid by OCD for such Products or (ii) replace such defective or non-conforming Products. SNBTS, at its option, may require that OCD (i) return Products that are the subject of Claims to SNBTS or (ii) dispose of Products that are the subject of Claims. SNBTS shall pay for all shipping costs of returning Products that are the subject of Claims or for all disposal costs incurred by OCD in connection with the disposal of Products that are the subject of Claims. In the event SNBTS requests that Products that are the subject of Claims be returned to SNBTS, SNBTS shall bear the risk of loss for such Products from the time such Products are picked up at OCD’s premises (or other site at which they may be located) for return delivery.

Rejection of Products. Unless otherwise stated Distributor shall inspect all Products promptly upon receipt thereof, such inspection to include, without limitation, a quality control analysis to determine whether Products and, where applicable, components thereof meet the specifications set forth in then-current package inserts for such Products and components and the Certificate of Analysis accompanying each shipment of Products. Distributor may reject any Product or component thereof that fails in any material way to meet such specifications. In the event that Distributor is not able to conduct a specific quality control analysis, Distributor, at Distributor's expense, may utilize contract facilities to conduct such analysis. Manufacturer will maintain samples of each production lot of Product, and Distributor will maintain samples of each shipment lot of Product, for archival purposes. Any Product Attachmentor component thereof not properly rejected within four (4) weeks after receipt of that Product by Distributor ("Rejection Period") shall be deemed accepted. If any Product is shipped by Distributor to Distributor's customer prior to expiration of the Rejection Period, such unit shall be deemed accepted upon shipment by Distributor. To reject a Product or a component thereof, Distributor shall, within the Rejection Period, notify Manufacturer in writing or by telecopy of Distributor's rejection of such Product or component, stating the reason for such rejection. In the event that Manufacturer, in Manufacturer's sole discretion, desires that Distributor return a rejected Product or component thereof to Manufacturer, Distributor shall return to Manufacturer the rejected Product or component thereof, freight prepaid. Manufacturer will provide Distributor a credit to be applied against Distributor's future Product orders equal to the freight charges prepaid by Distributor for properly rejected Products or components thereof. As promptly as possible but no later than thirty (30) business working days from the after receipt by Manufacturer of a Product, OCD may reject such Product supplied hereunder which does not conform to the Product Requirements properly rejected Products or fails OCD’s Incoming Testing criteria. Any claims for failure to so conform or for such defects (“Claims”) shall be made by OCD in writing to SNBTS, indicating the non-conforming characteristics of the Products. At the request and expense of SNBTS, OCD shall return the defective Product, or a representative sample components thereof, to SNBTS for testing. Upon receipt by SNBTS of such Claim, and unless otherwise stated in a specific Product Attachment, SNBTS Manufacturer shall have thirty (30) business days to inspect Products and to provide a written response to OCD regarding such Claim. OCD shall have no obligation to pay for any Products that are subject to Claims. Should SNBTS’ test results reasonably confirm the Product’s non-conformance to the Product Requirements or to OCD’s Incoming Testing criteria, SNBTS shall, at OCD’s option and as promptly as possible after submission of a claim by OCD, (i) if payment has already been made by OCD, provide OCD with a refund of the full amount paid by OCD for replace such Products or issue OCD a credit against future xxxxxxxx equal to the full amount paid by OCD for such Products or (ii) replace such defective or non-conforming Productscomponents. SNBTS, at its option, may require that OCD (i) return Products that are the subject of Claims to SNBTS or (ii) dispose of Products that are the subject of Claims. SNBTS Manufacturer shall pay for all shipping costs of returning Products that are the subject of Claims or for all disposal costs incurred by OCD charges in connection with the disposal shipment of replaced Products that are the subject of Claimsor components thereof to Distributor for properly rejected Products; otherwise, Distributor shall be responsible for shipping charges. In the event SNBTS requests that such replaced Products that or components are shipped to Distributor together with Products corresponding to a purchase order pursuant to this Agreement, shipping charges in connection with such shipment shall be pro-rated between Manufacturer and Distributor. After the subject of Claims be returned Rejection Period, Distributor may not return any Products or, if applicable, components thereof to SNBTS, SNBTS shall bear the risk of loss Manufacturer for such Products from the time such Products are picked up at OCD’s premises (or other site at which they may be located) for return deliveryany reason without Manufacturer's prior written consent.

Rejection of Products. Unless otherwise stated in a specific Product Attachment, within Within thirty (30) business days from the receipt of a Productany Products, OCD TELA Bio may reject such Product supplied hereunder which does not conform to the Product Manufacturing Requirements, Product Requirements or fails OCD’s Incoming the In-coming Testing criteria. Any claims for failure TELA Bio shall provide written notice to so conform or Aroa specifying the reason for such defects (“Claims”) shall be made by OCD in writing to SNBTS, indicating the non-conforming characteristics of the Productsrejection. At the request and expense of SNBTSAroa, OCD TELA Bio shall return the defective Product, or a representative sample thereof, to SNBTS Aroa for testing. Upon receipt by SNBTS of such Claim, and unless otherwise stated in a specific Product Attachment, SNBTS shall have thirty (30) business days to inspect Products and to provide a written response to OCD regarding such Claim. OCD shall have no obligation to pay for any Products that are subject to Claims. Should SNBTS’ Aroa’s test results reasonably confirm the Product’s non-conformance to the Product Manufacturing Requirements, Product Requirements or to OCD’s Incoming the In coming Testing criteria, SNBTS shall, at OCD’s option and as promptly as possible after submission of a claim by OCD, (i) if payment has already been made by OCD, provide OCD with a refund of the full amount paid by OCD for such Products or issue OCD a credit against future xxxxxxxx equal to the full amount paid by OCD for such Products or (ii) Aroa shall replace such defective or said non-conforming ProductsProduct within thirty (30) days at no cost to TELA Bio. SNBTSShould Aroa’s test results fail to confirm the Product’s non- conformance, and should the parties fail to otherwise resolve the dispute, the parties shall submit the Product, or a representative sample thereof, to a mutually acceptable independent laboratory. The determination by an independent laboratory of the Product’s conformance or non- conformance to the Product Manufacturing Requirements, Product Requirements and the In coming Testing inspection criteria shall be binding upon the parties. Should the independent laboratory determine that the Products are conforming, TELA Bio shall pay all laboratory costs, and should such independent laboratory confirm that the Product is non-conforming, Aroa shall pay all laboratory costs and shall replace such non-conforming Product within thirty (30) days at no cost to TELA Bio. If rejection is due to any failure by TELA Bio or its optionagents or representatives to handle or store the Products as required by the labeling or the Product Requirements therefor, may require that OCD (i) return Products that are the subject of Claims to SNBTS or (ii) dispose of Products that are the subject of Claims. SNBTS TELA Bio shall pay for all shipping costs replacement of returning rejected product. If rejection is due to problems relating to both parties, both TELA Bio and Aroa shall share equally the cost in replacing rejected Products that are the subject of Claims or for all disposal costs incurred by OCD in connection with the disposal of Products that are the subject of Claims. In the event SNBTS requests that Products that are the subject of Claims be returned to SNBTS, SNBTS shall bear the risk of loss for such Products from the time such Products are picked up at OCD’s premises (or other site at which they may be located) for return deliveryproportionately.

Rejection of Products. Unless otherwise stated in BMTI will have the right to reject any Product that does not materially conform with the Product Specifications. Any Product not properly rejected within fifteen (15) business days of receipt of that Product by BMTI (the “Rejection Period”) shall be deemed accepted, subject to the warranties set forth herein. To reject a specific Product AttachmentProduct, BMTI shall, within the Rejection Period, notify Integra of its rejection in writing. If Integra agrees with BMTI’s determination that such Product does not meet the Product Specifications, Integra will notify BMTI as to appropriate action with respect to the Product. If Integra so requests, BMTI shall return to Integra the rejected Product, freight prepaid, in its original shipping carton. As promptly as possible but no later than thirty (30) business days from the after receipt of properly rejected Product or other disposal of Product as instructed by Integra, Integra shall, at its expense and in its sole discretion, credit, refund or replace the Product; provided, however, that Integra reserves the right to refuse to accept any rejected Product that (i) did not fail to meet the Product Specifications or (ii) was damaged during shipment. BMTI shall pay for and ship the Product back to Integra, and Integra shall reimburse BMTI for such shipping charges for properly rejected Product; otherwise, BMTI shall be responsible for the shipping charges for the return of Product that were not properly rejected. BMTI will not be required to pay for any properly rejected item, or its shipping costs or any other costs related thereto, that is not replaced within 30 days. After the Rejection Period, other than with respect to warranty claims, BMTI may not return a Product, OCD may reject such Product supplied hereunder which to Integra for any reason without Integra’s prior written consent. If Integra does not agree with BMTI’s determination that the Product does not materially conform to the Product Requirements or fails OCDSpecifications, the parties shall submit samples of the Product in question to a mutually acceptable independent testing laboratory for evaluation to determine whether the Product complies with the Product Specifications. BMTI shall pay to engage such independent testing laboratory, subject to reimbursement by Integra should the results of the evaluation support BMTI’s Incoming Testing criteriacontention that the Product does not materially conform to the Product Specifications. Any claims for failure to so conform or for The results of such defects (“Claims”) evaluation shall be made by OCD in writing to SNBTSdeemed conclusive of the matter, indicating and the non-conforming characteristics prevailing party shall bear the cost of the Productsevaluation. At the request and expense of SNBTS, OCD No claim shall return the defective Product, or a representative sample thereof, to SNBTS for testing. Upon receipt by SNBTS of such Claim, and unless otherwise stated in a specific Product Attachment, SNBTS shall have thirty (30) business days to inspect Products and to provide a written response to OCD regarding such Claim. OCD shall have no obligation to pay for any Products that are subject to Claims. Should SNBTS’ test results reasonably confirm the Product’s non-conformance to be allowed after BMTI has used the Product Requirements in any manner, other than in determining whether or to OCD’s Incoming Testing criteria, SNBTS shall, at OCD’s option and as promptly as possible after submission of a claim by OCD, (i) if payment has already been made by OCD, provide OCD with a refund of not the full amount paid by OCD for such Products or issue OCD a credit against future xxxxxxxx equal to the full amount paid by OCD for such Products or (ii) replace such defective or non-conforming Products. SNBTS, at its option, may require that OCD (i) return Products that are the subject of Claims to SNBTS or (ii) dispose of Products that are the subject of Claims. SNBTS shall pay for all shipping costs of returning Products that are the subject of Claims or for all disposal costs incurred by OCD Product in connection question complies with the disposal of Products that are the subject of ClaimsProduct Specifications. In the event SNBTS requests that Products that are the subject of Claims be returned to SNBTS, SNBTS shall bear the risk of loss for such Products deviation from the time such Products are picked up at OCD’s premises (or other site at which they may Product Specifications occurs because of conduct of the Carrier, Integra shall not be located) for return deliveryobligated to replace the affected Product.