Common use of Rejection Clause in Contracts

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has Any Products that are non-conforming as to quality or quantity ordered, that are damaged in any manner, that are not delivered in accordance with the rightspecified delivery schedule, but or that are manufactured, packaged, shipped, delivered or are in any way not in conformity with the obligation, to reject any shipment which fail(s) to conform to any or all Agreement shall constitute a breach of the Rejection Limits set forth Agreement. In such event, Hillrom shall have the right to, in §6.1 or contains extraneous materials. With respect to shipment(sits discretion, each of which shall be at Seller’s risk and expense: (1) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for Products or revoke acceptance, in §7.2 whole or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects in part and return such non-conforming coal, title Products to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller orSeller, at Seller’s requestexpense, divert (2) replace or correct such coal Products, (3) require Seller to replace, re-work or correct such Products or supply replacement parts at Seller’s, Hillrom’s or its customer's location, as specified by Hillrom in its sole discretion, (4) accept such nonconforming Products subject to an equitable price reduction, (5) recover by offset or otherwise any and all expenses, costs, losses resulting from affected operations, price reductions, and damages paid, incurred or suffered by Hillrom or any of its Affiliates as a result of such non-conformity, or (6) terminate the Agreement or any outstanding delivery of Products, without prejudice to Hillrom’s rights to claim damages. Seller’s designeeexpense shall include the cost of transportation, handling and restocking and all expenses of unpacking, examining, and repacking such Products. Replacement Products shall be sent freight prepaid at Seller’s cost expense and risk. Seller shall replace use expedited delivery if requested by Hillrom. Hillrom may base rejection of Products on inspection by sampling. If defects are revealed in such sampling, Hillrom may elect in its discretion either to reject the rejected coal within five entire shipment on the basis of such sampling or to inspect the entire shipment. If, because Products (5a) working days from notice of rejection are damaged in any manner, (b) are not delivered in accordance with coal conforming the specified delivery schedule, or (c) are manufactured, packaged or are in any way not in conformity with Specifications or the Agreement, Hillrom must shut down an assembly line at its facility, Seller shall be required to all pay Hillrom for the Line Down Charges. “Line Down Charges” means amounts equal to Hillrom’s costs for the assembly line being down, including rework at current production rates, expedite charges, and any other charges incurred by Hillrom as a result of the Rejection Limits set forth in §6.1. If assembly line being down, up to the fees paid by Hillrom to Seller fails to replace over the rejected coal within such five preceding twelve- (512-) working day period month period, aggregated over all Purchase Orders (or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace projected aggregate fees for the rejected coal. Seller shall reimburse Buyer for first twelve (i12) any amount by which the actual price plus transportation costs to Buyer of such coal months if Hillrom has not purchased from another source exceed Seller for an entire twelve months when the price of assembly line goes down). All such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal Line Down Charges shall be deemed accepted due and payable within thirty (30) days of notice to Seller by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount Hillrom of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcsame., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has Unless otherwise agreed between the rightparties to this Restated Agreement, but not and in addition to other remedies permitted by law, UBE may, without obligation to pay, reject either before or after delivery, any of the obligationDistiller’s Grains which, when inspected or used are found by UBE to reject any shipment which fail(s) fail in a material way to conform to any or all Section 7.B of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all this Restated Agreement; provided, however, that HR must receive written notice of the Rejection Limits set forth in §6.1, Buyer must reject rejection of a load of Distiller’s Grains on such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal basis from UBE within twenty-four (24) hours after receipt of the shipment(s) at Buyerdelivery of such Distiller’s generating station(s). In Grains to the event Buyer rejects first delivery location after leaving the Plant or such non-conforming coalDistiller’s Grains shall conclusively be deemed to be accepted by UBE, title except that if delivery to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller orsuch first delivery location occurs on a Saturday or a Sunday or on a United States federally recognized holiday, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from written notice of rejection with coal conforming must be received by HR by 5:00 p.m. on the next following business day or the Distiller’s Grains shall conclusively be deemed to all be accepted by UBE. Should any of the Rejection Limits set forth Distiller’s Grains be seized or condemned by any federal or state department or agency for any reason, except noncompliance by UBE with applicable federal or state requirements or any term or condition of this Restated Agreement, such seizure or condemnation shall operate as a rejection by UBE of the Distiller’s Grains seized or condemned and UBE shall not be obligated to offer any defense in §6.1connection with the seizure or condemnation. However, UBE agrees to cooperate with HR in connection with the defense of any quality or other product claims, or any claims involving governmental seizure or condemnation. When rejection properly occurs before or after delivery, UBE will, in the following order: (1) Offer HR a reasonable opportunity of examining and taking possession thereof, if the condition of the Distiller’s Grains reasonably appears to UBE to permit such delay in making disposition; (2) Dispose of the rejected Distiller’s Grains in any manner directed by HR which UBE can accomplish without violation of applicable laws, rules, regulations or property rights; or (3) If Seller any of the Distiller’s Grains are seized or condemned by any federal or state department or agency or if UBE has no available means of disposal of rejected Distiller’s Grains and HR fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order direct UBE to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all dispose of the Rejection Limits set forth in §6.1 same as provided herein, UBE may return such Distiller’s Grains to HR, and upon such return UBE’s obligations with respect to said seized, condemned or because such shipment contained extraneous materials, then such non-conforming coal rejected Distiller’s Grains shall be deemed accepted fulfilled. HR shall reimburse UBE for all costs actually and reasonably incurred by Buyer; howeverUBE in storing, the quantity Seller is obligated transporting, returning and disposing of any properly rejected Distiller’s Grains. UBE shall provide HR with reasonable substantiating documentation for all such costs and expenses. UBE shall have no obligation to sell pay HR for properly rejected Distiller’s Grains and may deduct reasonable costs and expenses to Buyer be reimbursed by HR pursuant to this Section 7.C from amounts otherwise owed by UBE to HR. UBE’s payment for Distiller’s Grains prior to a rejection thereof does not waive UBE’s rights under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.this Section 7.C.

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Within five (5) business days from notice of rejection, Seller shall replace the rejected coal within five (5) working days from notice of rejection Rejected Coal with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such the five (5) working business day period period, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). Seller In such a case, Seller, upon submission by Buyer of appropriate documentation acceptable to Seller, whose acceptance shall not be unreasonably withheld, shall reimburse Buyer for (i) any amount by which Which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed Cover Coal exceeds the price of Buyer would have paid for such coal under this Agreement plus the transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the actual Monthly Weighted Average quality of the coal delivered during the Delivery Month (as defined in Section 8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, actual Monthly Weighted Average and any quality price adjustments for the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcDelivery Month., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer 4.6.1 DEPOMED shall have thirty (30) calendar days following the date on which DEPOMED actually receives a shipment of Product from MOVA to reject the same, because all or part of the shipment fails to conform to cGMPs or the Specifications. For purposes of this Agreement, no claims due to Latent Defects shall be made after six (6) months after the expiration date of the Product. DEPOMED shall notify MOVA within thirty (30) calendar days following discovery of any Latent Defect not discoverable upon reasonable physical inspection. MOVA shall not be held responsible for reasons related to the carrier; provided MOVA has packed and shipped in accordance with applicable Specifications and followed DEPOMED’s other shipping instructions. A shipment of Product shall not be deemed received until actual receipt by DEPOMED, or third parties designated by DEPOMED in the rightPurchase Order, of both the Product with the appropriate shipping documents, and copies of the complete certificates of analysis relating thereto including, but not the obligationlimited to, to reject certification of manufacture in compliance with cGMPs and including any shipment which fail(sdeviation report. 4.6.2 DEPOMED or its designee shall give MOVA written notice (“Deficiency Notice”) to conform to any or of all of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which claims for Products that fail to conform with the Specifications, cGMP’s or any Applicable Law. Should DEPOMED or its designee fail to any provide MOVA with the Deficiency Notice within the applicable thirty (30) days period, then the delivery shall be deemed to have been accepted, provided however that the foregoing limitation shall not apply to Latent Defect claims. Any rejection shall be made effective by DEPOMED or its designee giving notice to MOVA specifying the manner in which all or part of such shipment failed to meet the aforementioned requirements. 4.6.3 Upon rejection of a shipment or lot of PRODUCT, DEPOMED or its designee may require at its option, rework in accordance with procedures spelled out in the applicable NDA, destruction or replacement of the Rejection Limits set forth in §6.1shipment. Cost associated with such rework, Buyer must reject destruction or replacement of shipment shall be borne by the Party responsible. MOVA shall be so responsible for only those failures due to its negligence or willful misconduct, whether such coal within seventy-two (72) hours failure is discovered before or after shipping. For clarification purposes and by means of receipt example, MOVA’s failure to follow the protocols agreed to by the Parties, MOVA’s standard operating procedures, written instructions from DEPOMED not contrary to law, or cGMP regulations shall be deemed to constitute negligence on the part of MOVA. 4.6.4 If MOVA and DEPOMED fail to agree on the cause for such Product failure, the dispute may be referred to a Laboratory or an independent expert of recognized repute, as the case may be, pursuant to Section 4.7 herein, and the finding of such Laboratory or expert shall be determinative as to the cause for such failure. When there has been no definitive determination of the coal analysis provided cause for failure, whether following reasonable investigations by MOVA and DEPOMED or referral of a dispute to the Laboratory or expert, each of MOVA and DEPOMED shall bear their respective costs of such failure. DEPOMED shall not be entitled to payment from MOVA for lost raw materials and MOVA shall not be entitled to payment for services in §7.2 manufacturing such failed Product. 4.6.5 If DEPOMED, due to the negligence or such right willful misconduct of MOVA, rejects a shipment before the date on which payment therefor is due pursuant to reject is waived. With respect to shipment(s) which contain extraneous materialsSections 5.1 and 5.2 hereof, Buyer must reject coal within twenty-four (24) hours after receipt of DEPOMED may withhold payment for that shipment or the shipment(s) at Buyer’s generating station(s)rejected portion thereof. In the event Buyer that DEPOMED, due to the negligence or willful misconduct of MOVA, rejects a shipment or portion thereof within such non-conforming coalthirty (30) calendar day period but after payment therefor has been made, title DEPOMED shall be entitled to recoup the payment amount by, at DEPOMED’s election, MOVA issuing a prompt refund or DEPOMED offsetting such amount against the payment of future invoices for shipments of Product that may become due hereunder. Payments for all shipments or portions thereof that DEPOMED rejects but, did not have the right to reject, shall be paid to MOVA within fifteen (15) calendar days following the date on which such determination is made and risk DEPOMED shall bear the responsibility for any costs incurred by MOVA as a consequence of loss such rejection, including the destruction of the coal rejected lots. 4.6.6 Notwithstanding the foregoing, MOVA shall be considered not destroy any rejected lots as to have never passed to Buyer and Buyer shall return the coal to Seller or, at Sellerwhich there exists a dispute until such dispute has been resolved. DEPOMED’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other exclusive remedies under this Agreement and under applicable law and for the delivery of Product not conforming to the Specifications, delivered without the required documentation, or not manufactured in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits accordance with cGMPs shall be as set forth in §6.1 or because such shipment contained extraneous materialsthis Article 4, then such non-conforming coal shall be deemed accepted by Buyer; howeverSection 8.1, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option Section 10.3, and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcSection 10.7., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has In the right, but event that Customer or its Affiliates determine that any lot of Developmental Quantities does not the obligation, to reject any shipment which fail(s) to conform to any or all Agreed Quality, Customer shall give Supplier notice of its rejection thereof (including a sample from the lot analyzed) within thirty (30) days after receipt of such lot. Supplier shall conduct an analysis of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(ssample within thirty (30) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of days after receipt of such notice. If Supplier confirms such non-conformity, Supplier shall so notify Customer, supply Customer with a conforming shipment in the coal analysis provided quantity specified for in §7.2 or such right to reject is waived. With respect to shipment(sthe non-conforming shipment, at Supplier’s expense, within ninety (90) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours days after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects notice of rejection from Customer, and Customer shall dispose of or deliver such non-conforming coalquantity at Supplier’s expense in such a way and to such a destination, title as Supplier shall direct in writing. If Supplier does not confirm such non-conformity, Supplier shall promptly notify Customer of its determination, and the Parties shall submit the disputed batch to and risk an independent testing laboratory to be mutually agreed upon by the Parties, or, lacking such agreement within a time period of loss 15 days, appointed by the Stockholm Chamber of Commerce (the “Testing Laboratory”) for testing. The findings of the coal Testing Laboratory shall be considered to have never passed to Buyer and Buyer shall return binding on the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and riskParties. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all The expenses of the Rejection Limits set forth in §6.1Testing Laboratory shall be borne by Supplier if the testing confirms the non-conformity, and otherwise by Customer. If Seller fails to replace the rejected coal within such five (5) working day period or Testing Laboratory confirms the replacement coal is rightfully rejectednon-conformity, Buyer may purchase coal from another source then Supplier shall supply Customer with a conforming shipment in order to replace the rejected coal. Seller shall reimburse Buyer quantity specified for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject shipment, at Supplier’s expense, and shall reimburse Customer for failure to meet any or all charges incurred by Customer for shipping and/or storage, if applicable, of the Rejection Limits set forth in §6.1 non-conforming shipment, all within ninety (90) days after receipt of notice of the test results of the Testing Laboratory, and Customer shall dispose of or because such shipment contained extraneous materials, then deliver such non-conforming coal quantity at Supplier’s expense in such a way and to such a destination, as Supplier shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such direct in writing. Customer shall return all non-conforming shipment API from lots to Supplier at BuyerSupplier’s sole option and expense, upon the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcwritten request of Supplier., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject If a Simultaneous Access meets or exceeds any shipment which fail(s) to conform to any or all of the Rejection Limits set forth Criteria (each such failure a "NONCONFORMITY"), AOL shall notify Vendor within the Acceptance Test Period (by electronic mail), specifying the nature of the failure in §6.1 reasonable detail. Vendor shall remove rejected Simultaneous Access from service pending further troubleshooting and corrective action. At no additional charge to AOL, Vendor shall repair, replace or contains extraneous materialsotherwise correct the Nonconformity (and any other problems of which it has knowledge) as soon as reasonably practicable after receiving notice from AOL so that the Simultaneous Accesses do not meet or exceed the Rejection Criteria. With respect Upon completion of such efforts and Vendor's re-release of a Simultaneous Access to shipment(s) which fail AOL, AOL shall have an additional Acceptance Test Period to conform retest the re-delivered Simultaneous Access to determine whether any previously reported Nonconformities have been corrected and if such Simultaneous Access otherwise then does not meet or all exceed any of the Rejection Limits set forth Criteria. This process shall be repeated as necessary until all Nonconformities are corrected and such Simultaneous Access do not meet or exceed the Rejection Criteria. Notwithstanding the foregoing, if after [**] ([**]) attempts for curing a Nonconformity, Vendor has not delivered a Simultaneous Access that does not meet or exceed the applicable Rejection Criteria, then AOL may (a) cancel, in §6.1whole or in part, Buyer must reject such coal within seventy-two (72) hours of receipt at no cost or liability to AOL the portion of the coal analysis provided for corresponding order that does not conform as of a date specified in §7.2 a written notice of cancellation issued by AOL, and (b) cancel, in whole or such right in part, at no cost or liability to reject is waivedAOL the unfilled portion of the corresponding order as of a date specified in a written notice of cancellation issued by AOL. With AOL shall have no payment obligations to Vendor with respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt any cancelled portion of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcan order., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 above or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such shipment of coal within seventy-two three (723) hours business days of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With shall be waived with respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt such shipment of the shipment(s) at Buyer’s generating station(s)coal. In the event Buyer rejects such nonshipment of Non-conforming Conforming coal, title to and risk of loss of the coal with respect to such shipment shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the such Non-Conforming coal to Seller or, at Seller’s 's request, divert such Non-Conforming coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal Rejected Coal within five (5) working business days from notice of rejection with coal conforming of a quality superior to all of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such five (5) working business day period or the replacement Replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). Provided that Buyer acted in a commercially reasonable manner to mitigate its loss, Seller shall reimburse Buyer for (i) any amount by which the actual delivered price plus transportation costs to Buyer of such Cover Coal in dollars per MMBTU at the Buyer’s plant(s) exceeds the delivered price in effect at the time for River View mine coal purchased from another source exceed in dollars per MMBTU at the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; Buyer’s plant(s), and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coalRejected Coal. This remedy is Rejected Coal tonnages shall not be included in addition to all the calculation of Buyer’s other remedies the Actual Monthly Weighted Average quality of the coal loaded during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for the Delivery Month. Tonnages of Rejected Coal shall not be included in the total of tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and Replacement Coal shall be included in equity for Seller’s breachthe calculation of the Actual Monthly Weighted Average. If Buyer fails to reject a shipment of nonNon-conforming Conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such nonshipment of Non-conforming Conforming coal shall be deemed accepted by Buyer; however, the price shall be adjusted in accordance with §8.2 and the quantity Seller is obligated to sell to Buyer under the this Agreement may or may not be reduced by the amount of each such nonNon-conforming Conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4option. Further, Further for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, and/or steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment. The remedies set forth or contemplated in this §6.3 shall be Buyer’s sole and exclusive remedies for rightfully rejected coal Shipments.

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-seventy- two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Within five (5) business days from notice of rejection, Seller shall replace the rejected coal within five (5) working days from notice of rejection Rejected Coal with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such the five (5) working business day period period, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). In such a case, Seller shall reimburse Buyer for (i) any amount by which the actual delivered price plus transportation costs to Buyer of such Cover Coal in dollars per MMBTU at the Buyer’s plant(s) exceeds the delivered price in effect at the time for Coal Properties coal purchased from another source exceed in dollars per MMBTU at the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; Buyer’s plant(s) and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the Actual Monthly Weighted Average quality of the coal loaded during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and Replacement Coal shall be included in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcActual Monthly Weighted Average., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has In the right, but not the obligation, to reject event that Customer or its Affiliates determine that any shipment which fail(s) to of API does not conform to any or all the Agreed Quality, Customer shall give Supplier notice of its rejection thereof (including a sample from the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(slot analyzed) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two thirty (7230) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours days after receipt of such shipment of API. Supplier shall conduct an analysis of the shipment(ssample within thirty (30) at Buyer’s generating station(s)days after receipt of such notice. In the event Buyer rejects If Supplier confirms such non-conformity, Supplier shall, as Customer’s sole and exclusive remedies for such non-conformity, so notify Customer, supply Customer with a conforming coal, title to and risk of loss of shipment in the coal shall be considered to have never passed to Buyer and Buyer shall return quantity specified for the coal to Seller ornon-conforming shipment, at SellerSupplier’s requestexpense, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer Customer for (i) any amount charges incurred by which Customer for shipping and/or storage, if applicable, of the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Pointnon-conforming shipment; and (ii) any in accordance with and all transportationsubject to the terms set out in Section 3.3, storage, handling, or other the direct and verifiable out-of-pocket costs and/or expenses that have been incurred by Buyer Customer as a direct consequence of any resulting delay in the delivery of conforming Recro Products to its customers or licensees, all within ninety (90) days after receipt of the notice of rejection and, as applicable, a claim for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breachcompensation from Customer. If Buyer fails Supplier does not confirm such non-conformity, Supplier shall promptly notify Customer of its determination, and the Parties shall submit the disputed batch to reject the Testing Laboratory for testing. The findings of the Testing Laboratory shall be binding on the Parties. The expenses of the Testing Laboratory shall be borne by Supplier if the testing confirms the non-conformity, and otherwise by Customer. If the Testing Laboratory confirms the non-conformity, then Supplier shall as Customer’s sole and exclusive remedies for such non-conformity, supply Customer with a conforming shipment of in the quantity specified for the non-conforming coal which it had the right to reject shipment, at Supplier’s expense, and shall reimburse Customer for failure to meet (i) any or all charges incurred by Customer for shipping and/or storage, if applicable, of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyershipment; howeverand (ii) in accordance with and subject to the terms set out in Section 3.3, the quantity Seller is obligated direct and verifiable out-of-pocket costs and/or expenses incurred by Customer as a direct consequence of any resulting delay in the delivery of conforming Recro Products to sell to Buyer under its customers or licensees, all within ninety (90) days after receipt of notice of the Agreement may or may not be reduced by test results of the amount of each such Testing Laboratory and, as applicable, a claim for compensation. Customer shall return all non-conforming shipment shipments of API to Supplier, at BuyerSupplier’s sole option and expense, upon the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcwritten request of Supplier., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Within five (5) business days from notice of rejection, Seller shall replace the rejected coal within five (5) working days from notice of rejection Rejected Coal with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such the five (5) working business day period period, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). Seller In such a case, Seller, upon submission by Buyer of appropriate documentation acceptable to Seller, whose acceptance shall not be unreasonably withheld, shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed Cover Coal exceeds the price of Buyer would have paid for such coal under this Agreement plus the transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the actual Monthly Weighted Average quality of the coal delivered during the Delivery Month (as defined in Section 8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, actual Monthly Weighted Average and any quality price adjustments for the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcDelivery Month., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §§ 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §§ 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller oror Producer, or at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §§ 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejectedrejected for failure to meet the Rejection Limits (per shipment) set forth in §6.1, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully the rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breachAgreement. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §§ 6.1 or because such shipment contained a material amount of extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §§ 6.4. Buyer shall notify Seller no later than thirty (30) days following Buyer’s acceptance of such rejectable coal, of Buyer’s decision to reduce by an amount equal to the amount of rejectable coal, the Base Quantity which Seller is obligated to sell and deliver to Buyer. If Buyer does not notify Seller within the thirty (30) day time period of Buyer’s decision to reduce the Base Quantity by the amount of rejectable coal, the Base Quantity will remain as defined in § 3.1. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer Xxxxx must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.and

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-seventy- two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event If Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Notwithstanding the foregoing, Buyer and Seller may mutually agree on a reduced price or other terms or conditions upon which Buyer will accept the Rejected Coal. Within five (5) business days from notice of rejection, Seller shall replace the rejected coal within five (5) working days from notice of rejection Rejected Coal with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such the five (5) working business day period period, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source any other third (3rd) party in order to replace the rejected coalRejected Coal (“Cover Coal”). Seller In such a case, Seller, upon submission by Buyer of appropriate documentation acceptable to Seller, whose acceptance shall not be unreasonably withheld, shall reimburse Buyer for (i) any reasonable amount by which the actual delivered price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportationCover Coal, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment dollars per MMBTU delivered at Buyer’s sole option and plant(s), exceeds the shipment shall nevertheless be considered “rejectable” under §6.4. Furtherdelivered price of Seller’s coal (i.e. the delivered price in effect at the time), for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.in dollar per MMBTU delivered at Buyer’s plant(s); and

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §Section 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s cost and risk's cost. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed CONTRACT #00-000-000 accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-non- conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §Section 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §SECTION 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §SECTION 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation CONTRACT #00-000-000 costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 SECTION6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §SECTION 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §§ 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §§ 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller orSeller, or at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five ten (510) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §§ 6.1. If Seller fails to replace the rejected coal within such five ten (510) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer Xxxx for (i) any amount by which the excess, if any, between (a) the actual price plus transportation costs to Buyer of for such coal purchased from another source exceed plus the cost of transporting such coal to Buyer’s plant and (b) the price of Buyer would have paid for such coal under this Agreement Agreement, plus transportation costs the cost to Buyer Buyer, if any, of transporting such coal from the relevant Delivery PointPoint to Buyer’s plant; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §§ 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §§ 6.4. Buyer shall notify Seller no later than thirty (30) days following Buyer’s acceptance of such rejectable coal, of Buyer’s decision to reduce by an amount equal to the amount of rejectable coal, the Base Quantity which Seller is obligated to sell and deliver to Buyer. If Buyer does not notify Seller within the thirty (30) day time period of Buyer’s decision to reduce the Base Quantity by the amount of rejectable coal, the Base Quantity will remain as defined in § 3.1. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer DEPOMED shall have thirty (30) calendar days following the date on which DEPOMED actually receives a shipment of Product from MOVA to reject the THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. same, because all or part of the shipment fails to conform to cGMP’s or the Specifications. For purposes of this Agreement, no claims due to Latent Defects shall be made after six (6) months after the expiration date of the Product. DEPOMED shall notify MOVA within thirty (30) calendar days following discovery of any Latent Defect not discoverable upon reasonable physical inspection. MOVA shall not be held responsible for reasons related to the carrier; provided MOVA has packed and shipped in accordance with applicable Specifications and followed DEPOMED’s other shipping instructions. A shipment of Product shall not be deemed received until actual receipt by DEPOMED, or third parties designated by DEPOMED in the rightPurchase Order, of both the Product with the appropriate shipping documents, and copies of the complete certificates of analysis relating thereto including, but not limited to, certification of manufacture in compliance with cGMPs and including any deviation report. Any rejection shall be made effective by DEPOMED giving notice to MOVA specifying the obligationmanner in which all or part of such shipment fails to meet the aforementioned requirements. Upon rejection of a shipment of PRODUCT, to reject any shipment which fail(s) to conform to any DEPOMED may require at its option, rework in accordance with procedures spelled out in the applicable NDA, destruction or all replacement of the Rejection Limits set forth in §6.1 shipment. Cost associated with such rework, destruction or contains extraneous materialsreplacement of shipment shall be borne by the Party responsible. With respect MOVA shall be so responsible for only those failures due to shipment(s) which its negligence or willful misconduct. For clarification purposes and by means of example, MOVA’s failure to follow the protocols agreed to by the parties, MOVA’s standard operating procedures, written instructions from DEPOMED not contrary to law, or cGMP regulations shall be deemed to constitute negligence on the part of MOVA. If MOVA and DEPOMED fail to conform agree on the cause for such Product failure, the dispute may be referred to any or all a Laboratory pursuant to Section 5.6 herein, and the finding of such Laboratory shall be determinative as to the cause for such failure. When there has been no definitive determination of the Rejection Limits set forth cause for failure, whether following reasonable investigations by MOVA and DEPOMED or referral of a dispute to the Laboratory, each of MOVA and DEPOMED shall bear their respective costs of such failure. DEPOMED shall not be entitled to payment from MOVA for lost raw materials and MOVA shall not be entitled to payment for services in §6.1manufacturing such failed Product. If DEPOMED, Buyer must reject such coal within seventy-two (72) hours due to the negligence or willful misconduct of receipt of MOVA, rejects a shipment before the coal analysis provided date on which payment therefor is due pursuant to Sections 6.1 and 6.2 hereof, DEPOMED may withhold payment for in §7.2 that shipment or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s)rejected portion thereof. In the event Buyer that DEPOMED, due to the negligence or willful misconduct of MOVA, rejects a shipment or portion thereof within such non-conforming coalthirty (30) calendar day period but after payment therefor has been made, title DEPOMED shall be entitled to recoup the payment amount by, at DEPOMED’s election, MOVA issuing a prompt refund or DEPOMED offsetting such amount against the payment of future invoices for shipments of Product that may become due hereunder. Payments for all shipments or portions thereof that DEPOMED rejects but, did not have the right to reject, shall be paid to MOVA within fifteen (15) calendar days following the date on which such determination is made and risk DEPOMED shall bear the responsibility for any costs incurred by MOVA as a consequence of loss such rejection, including the destruction of the coal rejected lots. Notwithstanding the foregoing, MOVA THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. shall be considered not destroy any rejected lots as to have never passed to Buyer and Buyer shall return the coal to Seller or, at Sellerwhich there exists a dispute until such dispute has been resolved. DEPOMED’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other exclusive remedies under this Agreement and under applicable law and for the delivery of Product not conforming to the Specifications, delivered without the required documentation, or not manufactured in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits accordance with cGMPs shall be as set forth in §6.1 or because such shipment contained extraneous materialsthis Article 5, then such non-conforming coal shall be deemed accepted by Buyer; howeverSection 9.1, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option Section 11.3, and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcSection 11.7., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment shipment(s) which fail(s) to conform to any or all of the Rejection Limits set forth in §§ 6.1 or contains a material amount of extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §§ 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejectedrejected for failure to meet any of the Rejection Limits (per shipment) set forth in § 6.1, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully the rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breachAgreement. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §§ 6.1 or because such shipment contained a material amount of extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §§ 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §SECTION 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §SECTION 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the CONTRACT #00-000-000 replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §SECTION 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §SECTION 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 above or which contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such shipment of coal within seventy-two three (723) hours business days of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With shall be waived with respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt such shipment of the shipment(s) at Buyer’s generating station(s)coal. In the event Buyer rejects such shipment of non-conforming coal, title to and risk of loss of the coal with respect to such shipment shall be considered to have never passed to Buyer Buyer, and Buyer shall return the such non-conforming coal to Seller or, at Seller’s 's request, divert such non-conforming coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working business days from notice of rejection with coal conforming of a quality superior to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working business day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Provided that Xxxxx acted in a commercially reasonable manner to mitigate its loss, Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed exceeds the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; Point or other delivery point of the rejected shipment and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is Rejected coal tonnages shall not be included in addition to all the calculation of Buyer’s other remedies the actual Monthly Weighted Average quality of the coal delivered during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for the Delivery Month. Tonnages of Rejected Coal shall not be included in the total of tons delivered under this Agreement. Tonnages of replacement coal and/or cover coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breachthe calculation of the actual Monthly Weighted Average. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such shipment of non-conforming coal shall be deemed accepted by Buyer; however, the price shall be adjusted in accordance with §8.2 and the quantity Seller is obligated to sell to Buyer under the this Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4option. Further, Further for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, and/or steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment. The remedies set forth or contemplated in this §6.3 shall be Buyer’s sole and exclusive remedies for rightfully rejected coal Shipments.

Rejection. Buyer has Purchaser reserves the right to reject Goods and to cancel all or any part of this Order, without liability, if Seller fails to deliver all or any part of the Goods herein described in accordance with the terms, conditions, and specifications contained herein, or if such Goods contain defective material or workmanship. Seller shall participate in and accepts the terms of Purchaser’s Cost of Poor Quality (“COPQ”), the terms of which may be found at xxx.xxxxxxxxxxxx.xxx/xxxxxxxxxxxxxx/XXXX, which are subject to change from time to time. If Purchaser rejects any portion of the Goods, it will have the right, but not the obligationeffective upon written notice to Seller, to reject any shipment which fail(s) to conform to any rescind the Order in its entirety, in its sole discretion. Seller will credit or all reimburse Purchaser for the purchase price of the Rejection Limits set forth rejected Goods, as the case may be, or, in §6.1 or contains extraneous materials. With respect to shipment(sthe case of defective Goods, the Seller will replace such defective Goods within seven (7) which fail to conform to any or all days of being given notice of the Rejection Limits set forth defect, at its sole cost, in §6.1, Buyer must reject which case such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal replacement shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1covered by a new purchase order. If Seller fails to timely deliver replacement goods, Purchaser may replace them with goods from a third party and charge Seller the rejected coal within such five (5) working day period or cost thereof and terminate this Order without liability to Seller. Rejected Goods shall be removed at the replacement coal is rightfully rejectedexpense of Seller, Buyer may purchase coal from another source in order to replace the rejected coalincluding transportation both ways, promptly after notification of rejection. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation bear all costs to Buyer of such coal purchased from another source exceed the price inspection and all risks of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) loss of rejected Goods, as well as any and all transportation, storage, handling, or other expenses that have been incurred consequential and incidental damages. Acceptance of any part of the Goods covered by Buyer for rightfully rejected coal. This remedy is in addition this order shall not obligate Purchaser to all accept future shipments nor deprive it of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet revoke any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcacceptance theretofore given., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §Section 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is shall be waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the only coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is The remedies set forth in addition this Section 6.4 and Section 6.5 XXXXXXXX #XXX00000 shall be Buyer's sole and exclusive remedies for rightfully rejected coal, provided Seller makes good faith efforts to all of Buyer’s produce coal meeting the quality specifications and other remedies under this Agreement and under applicable law and requirements set forth in equity for Seller’s breachSection 6.1. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the price shall be adjusted in accordance with Section 8.2 and the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “rejectable” under §6.4option. Further, Further for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has (a) At any time on or prior to the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject date that is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming Business Days prior to all the last day of the Designation Rights Period with respect to a Lease, Buyer shall have the right, which right may be exercised at any time and from time to time in Buyer’s sole and absolute discretion, to designate such Lease for rejection and provide notice to the Sellers (each such notice, a “Buyer Rejection Limits set forth in §6.1. If Seller fails Notice”) of Buyer’s election to replace require Sellers to reject such Lease (such Lease, a “Rejected Lease”) and terminate and surrender the rejected coal within such related Store to the lessor thereof. (b) Within five (5) working day period Business Days following the date upon which Buyer delivers a Buyer Rejection Notice to Sellers, Buyer shall vacate the applicable Store and deliver to Sellers the keys to such Store, if in the possession of Buyer, to ensure Sellers’ ability to surrender within the aforementioned five (5) Business Day period. Within the same period, Sellers shall take all reasonable actions (including, without limitation, actions required under section 365 of the Bankruptcy Code) to seek and obtain a Lease Rejection Order from the Bankruptcy Court in respect of such Rejected Lease; provided, that, in no event shall the effective date of any Lease rejection be prior to the date on which the Inventory Taking with respect to the Store related to such Lease has been completed pursuant to the Agency Agreement. As of the date that is five (5) Business Days after the date of the Buyer Rejection Notice, Buyer shall have no further obligation or liability with respect to the applicable Rejected Lease or the replacement coal is rightfully rejectedrelated Store, Buyer may purchase coal from another source in order except with respect to replace obligations and liabilities with respect to such Rejected Lease and the rejected coal. Seller related Store arising during the Designation Rights Period, and Sellers shall reimburse Buyer thereafter be solely responsible for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, amounts payable or other expenses obligations or liabilities that have been incurred by may be owed in connection with respect to such Rejected Lease or the related Store. Notwithstanding the foregoing, to the extent Buyer for rightfully rejected coal. This remedy is in addition delivers a Buyer Rejection Notice on or prior to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all 15th day of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materialscalendar month, then such non-conforming coal Buyer shall be deemed accepted by Buyer; howeverobligated to pay any Occupancy Expenses (as defined in the Agency Agreement) with respect to such Lease and the related Store as provided in Section 4.1 of the Agency Agreement through the 15th day of the calendar month. (c) Each Person shall bear their own costs and expenses in respect of obtaining authority for such rejection of a Rejected Lease, including, without limitation, the quantity Seller is obligated filing and prosecution of any motions or other papers with respect to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcsame., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, upon written notification to Seller to reject any shipment which fail(s) to conform to any or all of exceeds the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §§ 6.1, Buyer must reject such coal written notice to be provided to Seller within seventyforty-two eight (7248) hours of after receipt of the coal analysis provided for in §§ 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coalcoal as provided herein, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §§ 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 6.1, or because such shipment contained a material amount of extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has In the right, but not the obligation, to reject event that Customer or its Affiliates determine that any shipment which fail(s) to of API does not conform to any or all the Agreed Quality, Customer shall give Supplier notice of its rejection thereof (including a sample from the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(slot analyzed) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two thirty (7230) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours days after receipt of such shipment of API. Supplier shall conduct an analysis of the shipment(ssample within thirty (30) at Buyer’s generating station(s)days after receipt of such notice. In the event Buyer rejects If Supplier confirms such non-conformity, Supplier shall, as Customer’s sole and exclusive remedies for such non-conformity, so notify Customer, supply Customer with a conforming coal, title to and risk of loss of shipment in the coal shall be considered to have never passed to Buyer and Buyer shall return quantity specified for the coal to Seller ornon-conforming shipment, at SellerSupplier’s requestexpense, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer Customer for (i) any amount charges incurred by which Customer for shipping and/or storage, if applicable, of the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Pointnon-conforming shipment; and (ii) any in accordance with and all transportationsubject to the terms set out in Section 3.3, storage, handling, or other the direct and verifiable out-of-pocket costs and/or expenses that have been incurred by Buyer Customer as a direct consequence of any resulting delay in the delivery of conforming Recro Products to its customers or licensees, all within ninety (90) days after receipt of the notice of rejection and, as applicable, a claim for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breachcompensation from Customer. If Buyer fails Supplier does not confirm such non-conformity, Supplier shall promptly notify Customer of its determination, and the Parties shall submit the disputed batch to reject the Testing Laboratory for testing. The findings of the Testing Laboratory shall be binding on the Parties. The expenses of the Testing Laboratory shall be borne by Supplier if the testing confirms the non-conformity, and otherwise by Customer. If the Testing Laboratory confirms the non-conformity, then Supplier shall as Customer’s sole and exclusive remedies for such non-conformity, supply Customer with a conforming shipment of in the quantity specified for the non-conforming coal which it had the right to reject shipment, at Supplier’s expense, and shall reimburse Customer for failure to meet (i) any or all charges incurred by Customer for shipping and/or storage, if applicable, of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyershipment; howeverand (ii) in accordance with and subject to the terms set out in Section 3.3, the quantity Seller is obligated direct and verifiable out-of-pocket costs and/or expenses incurred by Customer as a direct consequence of any resulting delay in the delivery of conforming Recro Products to sell to Buyer under its customers or licensees, all within ninety (90) days after receipt of notice of the Agreement may or may not be reduced by test results of the amount of each such Testing Laboratory and, as applicable, a claim for compensation. Customer shall return all non-conforming shipment shipments of API to Supplier, at BuyerSupplier’s sole option and expense, upon the shipment shall nevertheless be considered “rejectable” under §6.4written request of Supplier. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcTHIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §SECTION 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §SECTION 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully CONTRACT #00-000-000 rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §SECTION 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §SECTION 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §SECTION 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) CONTRACT #00-000-000 working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §SECTION 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §SECTION 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §SECTION 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventyContract #LGE 99-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1002 1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 ss.6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §ss. 6.4. Further, for Contract #LGE 99-002 shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Seller shall use commercially reasonable efforts to replace the rejected coal within five (5) working days from Rejected Coal as soon as possible after receipt of notice of rejection with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such five a ten (510) working business day period after the notice of rejection, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). In such a case, Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed Cover Coal exceeds the price of Buyer would have paid for such coal under this Agreement plus the transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the actual Monthly Weighted Average quality of the coal loaded during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcactual Monthly Weighted Average., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer If Lessor rejects any Rejectable Purchase Offer, this Lease shall terminate with respect to the Property which Lessee proposed to purchase on the next scheduled Base Monthly Rental payment date (the "Early Purchase Termination Date"), provided that Lessee has paid to Lessor all Rentals and all other Monetary Obligations then due and payable under this Lease as of such Early Purchase Termination Date. On the rightEarly Purchase Termination Date, but not and provided Lessee shall have paid to Lessor all Rentals and other Monetary Obligations then due and payable under this Lease as of the obligationEarly Purchase Termination Date: (i) the Base Annual Rental then in effect shall be reduced by an amount equal to the product of (x) a fraction, the numerator of which is the original purchase price allocated to reject any shipment such Property, and the denominator of which fail(s) to conform to any or is the original purchase price for all of the Rejection Limits set forth Properties, and (y) the Base Annual Rental then in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and effect; (ii) all obligations of Lessor and Lessee shall cease as of the Early Purchase Termination Date with respect to such Property; provided, however, Lessee's obligations to Lessor with respect to such Property under any indemnification provisions of this Lease with respect to such Property (including, without limitation, Sections 15.J and all transportation18 of this Lease) and Lessee's obligations to pay any Monetary Obligations (whether payable to Lessor or a third party) accruing under this Lease with respect to such Property prior to the Early Purchase Termination Date shall survive the termination of this Lease with respect to such Property or otherwise; and (iii) Notwithstanding any provision contained in this Section 53.B, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is this Lease shall continue in addition full force and effect with respect to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcProperties., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. 9.1 Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Trainload Rejection Limits set forth in §6.1 or contains extraneous materialsbelow. With respect to shipment(s) which fail to conform to any or all of the Trainload Rejection Limits set forth in §6.1, (as received basis) Calorific Value (BTU/lb) (*) Minimum Ash % (*) Maximum Sulfur Dioxide(lb/mmBtu) (*) Maximum Moisture % (*) Maximum Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after of receipt of the shipment(s) at Buyer’s generating station(s)short proximate coal analysis provided for in Section 12.2 or such right to reject is waived. A waiver of this right for any period by Buyer shall not constitute a waiver for subsequent periods. In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall may, at its sole option, stop the affected shipment in route, prevent the unloading of the affected shipment, return the coal to Seller or, at Seller’s request, divert or mutually agree with Seller upon a disposition for such coal to Seller’s designeeshipment, all at Seller’s cost and risk. Seller shall replace the rejected coal within five twenty (520) working days from notice of rejection with coal conforming to all of the Trainload Rejection Limits set forth in §6.1above. If Seller In lieu of rejection, Buyer shall have the option to accept any shipment that fails to replace conform to the rejected Trainload Rejection Limits. The price for the coal within in such five shipment shall be (5*) working day period or per ton less than the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits Base Price set forth in §6.1 or because Section 3, as adjusted by Section 4, provided, however, that such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by included in the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcBase Price Adjustments set forth in Section 13., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has If a shipment of Product Deliverables or any portion thereof does not contain those Product Deliverables actually ordered by Qiagen pursuant to the rightapplicable purchase order, but or the Product Deliverables do not comply with the obligation, to reject any shipment which fail(s) to conform to any or all of specifications for the Rejection Limits Product Deliverables set forth on Exhibit D hereto and the Product Deliverables specifications described in §6.1 or contains extraneous materials. With the Certificate of Analysis with respect to shipment(s) which fail to conform to any or such Product Deliverables in all of material respects (so long as the Rejection Limits Product Deliverables have been stored by Qiagen and its customers in accordance with the applicable storage and handling requirements set forth in §6.1on Exhibit D hereto), Buyer must reject such coal within seventy-two (72) hours of receipt of then Qiagen shall have the coal analysis provided for in §7.2 or such right to reject is waivedsuch portion of the shipment of Product Deliverables. With respect Qiagen shall give written notice to shipment(s) which contain extraneous materialsEpoch of its rejection hereunder, Buyer must reject coal within twenty-four (24) hours [*] business days after Qiagen's receipt of such shipment, specifying the shipment(s) at Buyer’s generating station(s)grounds for such rejection. In the event Buyer rejects such non-conforming coalthat Qiagen refuses acceptance, title to and risk of loss Epoch, upon its confirmation of the coal reasons for refusal of the Product Deliverables, shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall either replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of defective Product Deliverables or refund the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejectedpurchase price, Buyer as Epoch may purchase coal from another source in order to replace the rejected coal. Seller elect, and Qiagen shall reimburse Buyer for use its reasonable efforts to, as directed by Epoch and at Epoch's expense, either (i) any amount by which hold the actual price plus transportation costs to Buyer nonconforming portion of such coal purchased from another source exceed the price shipment of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and Product Deliverables for Epoch's disposition, or (ii) any and all transportationreturn the nonconforming portion to Epoch, storage, handling, or other expenses provided that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer if Qiagen fails to reject follow Epoch's directions to either hold or return such nonconforming portion, then Epoch will have no obligation to inspect or replace such nonconforming portion or to provide a shipment refund of non-conforming coal which it had any kind with respect to such nonconforming portion. If, following analysis by Epoch, Epoch and Qiagen do not agree on the right to reject for failure to meet any refusal or all rejection of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materialsProduct Deliverables , then either Party may refer the matter for final analysis to a specialized laboratory of national reputation acceptable to both parties for the purpose of determining the results. Any determination by such non-conforming coal laboratory shall be deemed accepted by Buyer; however, final and binding upon the quantity Seller is obligated to sell to Buyer under parties hereto. The Party in error shall bear all the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight expenses of such materials shall be deducted from the weight of that shipmentspecialized laboratory testing.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §Section 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s cost and risk's cost. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual CONTRACT NO.: 00-000-000 price plus transportation costs to Buyer of such coal purchased from another source exceed exceeds the price of such coal under this Agreement (as adjusted under Section 8.3 for coal of the quality actually supplied by the other source) plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the price shall be adjusted in accordance with Section 8.3 and the quantity Seller Buyer is obligated to sell to Buyer under the Agreement may or may not purchase from Seller, at Buyer's sole option, shall be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4shipment. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and CONSOL ENERGY INC. LG&E CONTRACT #LGE 00010 KU CONTRACT #KUF00731 risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §Section 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, CONSOL ENERGY INC. LG&E CONTRACT #LGE 00010 KU CONTRACT #KUF00731 wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §SECTION 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §SECTION 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s cost and risk's cost. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §SECTION 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement (as adjusted under SECTION 8.3 for coal of the CONTRACT #00-000-000 quality actually supplied by the other source) plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §SECTION 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the price shall be adjusted in accordance with SECTION 8.3 and the quantity Seller Buyer is obligated to sell to Buyer under the Agreement may or may not purchase from Seller, at Buyer's sole option, shall be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4shipment. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §Section 6.1 or contains extraneous materialsmaterials that in the reasonable judgement of Buyer could interfere with the Buyer's operation. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five ten (510) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected ARCH COAL SALES CO., INC. KU Contract # KUF02849 coal within such five ten (510) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §Section 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-two (72) [***] hours of Buyer’s receipt of the coal analysis provided for in §7.2 7.2, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Within [***] business days from notice of rejection, Seller shall replace the rejected coal within five (5) working days from notice of rejection Rejected Coal with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such five (5) working the [***] business day period period, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source any other third (3rd) party in order to replace the rejected coalRejected Coal (“Cover Coal”). In such a case, Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed Cover Coal exceeds the price of such coal Buyer would have paid for the Rejected Coal under this Agreement plus the transportation costs to Buyer from the Barge Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with the Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the actual Monthly Weighted Average quality of the coal delivered during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, actual Monthly Weighted Average and quality price adjustments for the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcDelivery Month., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has Amgen shall have [***] following the right, but not the obligation, Delivery Date of each Batch (or portion thereof) of Product to reject any shipment such Product based on the following: [***]. Any such rejection will be given by written notice to Nektar specifying the manner in which fail(sall or part of such Batch of Product fails to meet the foregoing requirements or warranty(ies) (“Rejection Notice”). Within [***] after receipt of a Rejection Notice, if the basis for the Rejection Notice is anything other than analytical results obtained from methods set forth in the Specifications and if Nektar in good faith disagrees with the basis for the Rejection Notice, Nektar shall notify Amgen of the basis for its position and the Parties shall, within [***] of Amgen’s receipt of such notice from Nektar, attempt to conform reach agreement on whether pursuant to any this Section 8.2 Amgen was entitled to reject the Product. If the Parties are unable to reach agreement within such [***], then the Parties shall refer the matter to an independent Third Party with expertise in manufacturing pursuant to ICH Q7 and mutually agreed upon by the Parties, such agreement not to be unreasonably withheld or all delayed (“Rejection Evaluator”). Within [***] after referral to the Rejection Evaluator, Nektar shall submit to the Rejection Evaluator the applicable Amgen-Approved Manufacturing Documents and the applicable Certificate(s) of Analysis and Batch Record and Amgen shall submit to the Rejection Evaluator the applicable Rejection Notice and Section 2.1(l), Section 2.1(n), and Section 2.1(o) of this Supply Agreement (the “Evaluation Documents”). Amgen shall cause the Rejection Evaluator to determine, based on the Evaluation Documents and the Rejection Evaluator’s expertise in manufacturing pursuant to ICH Q7, whether pursuant to this Section 8.2 Amgen was entitled to reject the Product and such determination shall be binding on the Parties. The determination of the Rejection Limits Evaluator shall be deemed Confidential Information hereunder. The fees and expenses of the Rejection Evaluator shall be borne by the Party against whom the Rejection Evaluator’s determination is made. For each Batch (or portion thereof) of the Product that is Rejected, Amgen shall, at Nektar’s direction (not to be unreasonably withheld or delayed) and expense, either destroy or return to Nektar such Product. Notwithstanding that certain rights and remedies are set forth in §6.1 or contains extraneous materials. With this Supply Agreement with respect to shipment(sa Supply Default, at Amgen’s written request, Nektar shall Manufacture, Release and Deliver, at Nektar’s own cost and expense provided that Amgen has paid for the non-conforming Batch of Product, a Batch of Product (each a “Replacement Batch”) which fail for each Batch of Product that was the subject of such Rejection Notice, and each Replacement Batch shall be subject to conform to any or all of the Rejection Limits rejection process set forth in §6.1, Buyer must reject such coal within seventythis Section 8.2. The Delivery Schedule Date and In-two (72) hours of receipt of the coal analysis provided Progress Delivery Schedule Date for in §7.2 or such right each Replacement Batch shall be determined pursuant to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(sSection 4.5(a). In For the event Buyer rejects such non-conforming coalavoidance of doubt, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller orif a Replacement Batch is Rejected, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is then in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materialsremedies, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at BuyerAmgen’s sole option and direction, Nektar shall either (a) Manufacture a new Batch of Product at Nektar’s own cost and expense provided that Amgen has paid for the shipment shall nevertheless be considered “rejectable” under §6.4non-conforming Batch of Product or (b) refund to Amgen all sums paid by Amgen to Nektar in connection with the non-conforming Batch of Product. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.[***]

Rejection. Buyer has the right, but not the obligation, to reject any shipment Shipment which fail(s) is subject to conform to rejection based on any or all of the Rejection Limits set forth in §6.1 or which contains extraneous materialsmaterials (“Non-Conforming Coal”). With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal Non-Conforming Coal within seventy-two (72) hours of Buyer’s receipt of the coal analysis provided for in §7.2 and prior to unloading, or such the right to reject such Non-Conforming Coal is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of If the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such nonNon-conforming coalConforming Coal, title to and risk of loss of the coal Non-Conforming Coal shall be considered to have never passed to Buyer (“Rejected Coal”), and Buyer shall return the coal to Seller orSeller, or at Seller’s request, the Buyer shall allow Seller to receive the Non-Conforming Coal or divert such coal to Seller’s designee, all at Seller’s sole cost and risk. Seller shall use commercially reasonable efforts to replace the rejected coal within five (5) working days from Rejected Coal as soon as possible after receipt of notice of rejection with coal conforming from the Coal Properties that is of a quality not subject to all any of the Rejection Limits set forth in §6.16.1 (“Replacement Coal”). If Seller fails to replace the rejected coal Rejected Coal within such five a ten (510) working business day period after the notice of rejection, or if the replacement coal Replacement Coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coalRejected Coal (“Cover Coal”). In such a case, Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed Cover Coal exceeds the price of Buyer would have paid for such coal under this Agreement plus the transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer in connection with Rejected Coal. Rejected Coal tonnages shall not be included in the calculation of the actual Monthly Weighted Average quality of the coal loaded during the Delivery Month (as defined in §8.2 below) or any quality price adjustments for rightfully rejected coalthe Delivery Month. This remedy is Tonnages of Rejected Coal shall not be included in addition to all the total of Buyer’s other remedies tons delivered under this Agreement. Tonnages of Replacement Coal and/or Cover Coal shall be included in the total of tons delivered under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all calculation of the Rejection Limits set forth in §6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcactual Monthly Weighted Average., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has In the right, but event that Customer or its Affiliates determine that any lot of Developmental Quantities does not the obligation, to reject any shipment which fail(s) to conform to any or all Agreed Quality, Customer shall give Supplier notice of its rejection thereof (including a sample from the lot analyzed) within thirty (30) days after receipt of such lot. Supplier shall conduct an analysis of the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(ssample within thirty (30) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of days after receipt of such notice. If Supplier confirms such non-conformity, Supplier shall so notify Customer, supply Customer with a conforming shipment in the coal analysis provided quantity specified for in §7.2 or such right to reject is waived. With respect to shipment(sthe non-conforming shipment, at Supplier’s expense, within ninety (90) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours days after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects notice of rejection from Customer, and Customer shall dispose of or deliver such non-conforming coalquantity at Supplier’s expense in such a way and to such a destination, title as Supplier shall direct in writing. If Supplier does not confirm such non-conformity, Supplier shall promptly notify Customer of its determination, and the Parties shall submit the disputed batch to and risk an independent testing laboratory to be mutually agreed upon by the Parties, or, lacking such agreement within a time period of loss 15 days, appointed by the Stockholm Chamber of Commerce (the “Testing Laboratory”) for testing. The findings of the coal Testing Laboratory shall be considered to have never passed to Buyer and Buyer shall return binding on the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and riskParties. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all The expenses of the Rejection Limits set forth in §6.1Testing Laboratory shall be borne by Supplier if the testing confirms the non-conformity, and otherwise by Customer. If Seller fails to replace the rejected coal within such five (5) working day period or Testing Laboratory confirms the replacement coal is rightfully rejectednon-conformity, Buyer may purchase coal from another source then Supplier shall supply Customer with a conforming shipment in order to replace the rejected coal. Seller shall reimburse Buyer quantity specified for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject shipment, at Supplier’s expense, and shall reimburse Customer THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. for failure to meet any or all charges incurred by Customer for shipping and/or storage, if applicable, of the Rejection Limits set forth in §6.1 non-conforming shipment, all within ninety (90) days after receipt of notice of the test results of the Testing Laboratory, and Customer shall dispose of or because such shipment contained extraneous materials, then deliver such non-conforming coal quantity at Supplier’s expense in such a way and to such a destination, as Supplier shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such direct in writing. Customer shall return all non-conforming shipment API from lots to Supplier at BuyerSupplier’s sole option and expense, upon the shipment shall nevertheless be considered “rejectable” under §6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcwritten request of Supplier., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §Section 6.1 or contains extraneous materialsmaterials that in the reasonable judgement of Buyer could interfere with the Buyer's operation. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §Section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five ten (510) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §Section 6.1. If Seller fails to replace the rejected ARCH COAL SALES CO., INC. KU Contract # KUF02848 PRB coal within such five ten (510) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §Section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §Section 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §ss. 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §ss. 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s cost and risk's cost. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1ss. 6. 1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement (as adjusted under ss. 8.2 for coal of the quality actually supplied by the other source) plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §6.1 ss.6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Contract #00-000-000 Buyer; however, the price shall be adjusted in accordance with ss.8.2 and the quantity Seller Buyer is obligated to sell to Buyer under the Agreement may or may not purchase from Seller, at Buyer's sole option, shall be reduced by the amount of each such non-conforming shipment at Buyer’s sole option and the shipment shall nevertheless be considered “rejectable” under §6.4shipment. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has Without prejudice to the rightwarranties of Supplier, SMIC shall be entitled but not obliged to inspect the obligationgoods upon their arrival at SMIC’s place of delivery or within a reasonable period upon completion of any installation, assembling, erecting, commissioning or other work carried out pursuant to this PO, to reject any shipment which fail(s) to conform to any or all of ascertain whether the Rejection Limits set forth in §6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s)agreed requirements have been complied with. In the event Buyer rejects such non-conforming coalthat SMIC does not inspect or discover defects, title fault or damages which could not have been discovered in a preliminary inspection upon delivery, SMIC shall still be entitled to and risk of loss reject the goods even after expiration of the coal shall be considered said reasonable period according to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s request, divert such coal to Seller’s designee, all at Seller’s cost and riskprovisions herein. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s other remedies under this Agreement and under applicable law and in equity for Seller’s breach. If Buyer fails to reject a shipment of non-conforming coal which it had SMIC reserves the right to reject the goods delivered in the event of defects and/or the goods otherwise not in conformity with SMIC’s requirements and specifications. SMIC shall inform Supplier in writing, citing reasons for failure to meet any or all rejection of the Rejection Limits set forth goods. At SMIC’s sole discretion, all rejected goods shall be returned to Supplier, retained or disposed off by SMIC (all at Supplier’s costs). Risk to all such rejected goods shall revert to Supplier from the moment SMIC’s notice of rejection is dispatched to Supplier. Supplier shall pay to SMIC on SMIC’s first demand, without delay and without any deduction, all amounts prepaid by SMIC for the rejected goods, works or services. Title to all such rejected goods shall revert to Supplier only after such amounts are fully refunded to SMIC. Supplier shall also indemnify SMIC against any and all damages, losses, claims and expenses resulting from the use or sale of such goods. If inspection discloses that part of the goods received are not in §6.1 or because such shipment contained extraneous materialsaccordance with SMIC’s specifications, then such SMIC shall have the right to cancel any undelivered portion of this PO. Payment for goods on this PO prior to inspection shall not constitute acceptance thereof and without prejudice to any and all claims that SMIC may have against Supplier. SMIC shall also be entitled to order the goods from a different supplier and any additional costs so incurred shall be for Supplier’s account. Supplier shall perform remedial works on defective and/or non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount goods free of each charge if SMIC so elects and if such defects and non-conforming shipment at Buyer’s sole option and conformity are due to the shipment shall nevertheless be considered “rejectable” under §6.4. Furtherneglect, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, mining materials, metal, steel, etcact or omission of Supplier., the estimated weight of such materials shall be deducted from the weight of that shipment.

Rejection. Buyer has the right, but not the obligation, to reject any shipment which fail(s) to conform to any or all of the Rejection Limits set forth in §section 6.1 or contains extraneous materials. With respect to shipment(s) which fail to conform to any or all of the Rejection Limits set forth in §6.1, Buyer must reject such coal within seventy-two (72) hours of receipt of the coal analysis provided for in §section 7.2 or such right to reject is waived. With respect to shipment(s) which contain extraneous materials, Buyer must reject coal within twenty-four (24) hours after receipt of the shipment(s) at Buyer’s generating station(s). In the event Buyer rejects such non-conforming coal, title to and risk of loss of the coal shall be considered to have never passed to Buyer and Buyer shall return the coal to Seller or, at Seller’s 's request, divert such coal to Seller’s 's designee, all at Seller’s 's cost and risk. Seller shall replace the rejected coal within five (5) working days from notice of rejection with coal conforming to all of the Rejection Limits set forth in §section 6.1. If Seller fails to replace the rejected coal within such five (5) working day period or the replacement coal is rightfully rejected, Buyer may purchase coal from another source in order to replace the rejected coal. Seller shall reimburse Buyer for (i) any amount by which the actual price plus transportation costs to Buyer of such coal purchased from another source exceed the price of such coal under this Agreement plus transportation costs to Buyer from the Delivery Point; and (ii) any and all transportation, storage, handling, or other expenses that have been incurred by Buyer for rightfully rejected coal. This remedy is in addition to all of Buyer’s 's other remedies under this Agreement and under applicable law and in equity for Seller’s 's breach. BLACK BEAUTY COAL COMPANY LG&E CONTRACT #LGE 02012 KU CONTRACT #KUF02857 If Buyer fails to reject a shipment of non-conforming coal which it had the right to reject for failure to meet any or all of the Rejection Limits set forth in §section 6.1 or because such shipment contained extraneous materials, then such non-conforming coal shall be deemed accepted by Buyer; however, the quantity Seller is obligated to sell to Buyer under the Agreement may or may not be reduced by the amount of each such non-conforming shipment at Buyer’s 's sole option and the shipment shall nevertheless be considered “"rejectable” " under §section 6.4. Further, for shipments containing extraneous materials, which include, but are not limited to, slate, rock, wood, corn husks, mining materials, metal, steel, etc., the estimated weight of such materials shall be deducted from the weight of that shipment.