Common use of INSPECTION AND REJECTION Clause in Contracts

INSPECTION AND REJECTION. Supplier shall provide and maintain a best-in-class inspection system covering the supplies, processing methods, special tooling, materials, workmanship, and final product ordered under the P.O. Supplier shall make its inspection records of all work and materials available to Xxxxx during the performance of the Agreement, and for seven (7) years thereafter. Xxxxx shall have the right and opportunity to inspect and test all supplies, processing methods, special tooling, materials, workmanship and final product ordered under the P.O. at all times and places, including during the periods of manufacture. Xxxxx shall not be deemed to have accepted any Goods until the expiration of a reasonable period of time for inspection after delivery which period of time shall not be less than ninety (90) days after delivery and Xxxxx may thereafter reject or revoke acceptance of non-conforming Goods. Supplier acknowledges and agrees that Xxxxx may inspect any commercial lot of Goods consisting of numerous units of the same Good by inspecting only a reasonable sampling of such units and that Xxxxx may reject or revoke acceptance of any other units of such commercial lot which Xxxxx at a later time discovers to be non-conforming. Even if not detected during a standard inspection, Supplier further acknowledges and agrees that Xxxxx may reject or revoke acceptance of any non-conforming Goods. If any Goods delivered are non-conforming in materials or workmanship or otherwise, Xxxxx shall have the right, notwithstanding payment or any prior inspection or test, either to reject or revoke acceptance of such non-conforming Goods and to require that Supplier promptly replace or correct any such non- conforming Goods at Supplier’s expense, in addition to any other rights or remedies available pursuant to applicable “Law,” which term when used in this Agreement includes all federal, state and local statutes, laws, ordinances, rules and regulations, as well as judicial decrees, and orders of government agencies, in all cases as they now exist and as they may be passed, enacted, promulgated, amended, revised, recodified, ordered or otherwise changed hereafter. If Supplier fails to promptly replace or correct such Goods after Xxxxx requests Supplier to do so, Xxxxx, in its sole and absolute discretion, may either (i) by contract or otherwise, replace or correct such Goods and charge to Supplier the increased cost incurred by Xxxxx; (ii) accept the delivery of such Goods, subject to a reduction in price reflecting the reduced value attributable to non-conformance, which Supplier accepts shall be decided by Xxxxx; or (iii) terminate the Agreement for default subject to payment by Supplier to Xxxxx of any damages resulting from such failure, as provided in Clause 16, in addition to any other rights or remedies available under applicable Law. Supplier assumes all transportation and handling costs and the risk of damage to or loss of non-conforming Goods.

INSPECTION AND REJECTION. Supplier shall provide and maintain a best-in-class inspection system covering the supplies, processing methods, special tooling, materials, workmanship, and final product ordered under the P.O. Supplier shall make its inspection records of all work and materials available to Xxxxx during the performance of the Agreement, Agreement and for seven until Xxxxx’x (7potential) years thereafterwarranty rights become time barred. Xxxxx shall have the right and opportunity to inspect and test all supplies, processing methods, special tooling, materials, workmanship and final product ordered under the P.O. at all times and places, including during the periods of manufacture. With respect to the commercial duty to inspect and give notice of defects, the statutory provisions (Sections 377, 381 of the German Commercial Code) shall apply with the following proviso: the duty to inspect the Goods shall be limited to defects which are apparent upon Xxxxx’x inspection of incoming goods by way of an external examination, including, without limitation, review of the delivery documents (e.g. transport damage, wrong and short delivery) or which are recognizable during Xxxxx’x quality control by random sampling. In all other respects, it depends on the extent to which an inspection is reasonable in the normal course of business, taking into account the circumstances of the individual case. Xxxxx’x obligation to give notice of defects for defects discovered at a later point in time remains unaffected. Irrespective of Xxxxx’x inspection obligation, any notice of defects given by Xxxxx shall not in any case be deemed to have accepted any Goods until be prompt and timely if it is sent within seven (7) working days of discovery or, in the expiration case of obvious defects, of delivery. Supplier shall bear the expenses required for the purpose of inspection and subsequent performance even if it turns out that there was no defect. Xxxxx’x liability for damages in the event of an unjustified demand for the removal of defects remains unaffected; however, Xxxxx shall only be liable in this respect if it has known or grossly negligently failed to know that there was no defect. Notwithstanding Xxxxx’x statutory rights and the preceding provisions, the following shall apply: if Supplier does not fulfill its obligation to provide subsequent performance - at Xxxxx’x discretion by remedying the defect (rectification) or by delivering a defect-free Good (replacement delivery) - within a reasonable period of time for inspection after delivery which period of time shall not be less than ninety (90) days after delivery and set by Xxxxx, Xxxxx may thereafter reject or revoke acceptance of non-conforming Goods. Supplier acknowledges remedy the defect by itself and agrees that Xxxxx may inspect any commercial lot of Goods consisting of numerous units demand reimbursement of the same Good by inspecting only necessary expenses or a reasonable sampling of such units and that Xxxxx may reject or revoke acceptance of any other units of such commercial lot which Xxxxx at a later time discovers to be non-conforming. Even if not detected during a standard inspection, Supplier further acknowledges and agrees that Xxxxx may reject or revoke acceptance of any non-conforming Goodscorresponding advance payment from Supplier. If any Goods delivered are non-conforming in materials the subsequent performance by Supplier has failed or workmanship if it is unreasonable for Xxxxx to set a time limit, even a short one, (e.g. due to particular urgency, endangerment of operational safety or otherwiseimminent occurrence of disproportionate damage), no time limit need be set; however, Xxxxx shall have the right, notwithstanding payment or any prior inspection or test, either to reject or revoke acceptance inform Supplier of such non-conforming Goods and to require that Supplier promptly replace or correct any such non- conforming Goods at Supplier’s expensecircumstances without delay, if possible in advance. Otherwise, in addition the event of a defect of quality or title, Xxxxx is entitled to any other rights reduce the purchase price or remedies available pursuant to applicable “Law,” which term when used withdraw from the Agreement in this Agreement includes all federalaccordance with the statutory provisions. In addition, state and local statutes, laws, ordinances, rules and regulations, as well as judicial decrees, and orders of government agencies, in all cases as they now exist and as they may be passed, enacted, promulgated, amended, revised, recodified, ordered or otherwise changed hereafter. If Supplier fails to promptly replace or correct such Goods after Xxxxx requests Supplier to do so, Xxxxx, in its sole and absolute discretion, may either (i) by contract or otherwise, replace or correct such Goods and charge to Supplier the increased cost incurred by Xxxxx; (ii) accept the delivery of such Goods, subject to a reduction in price reflecting the reduced value attributable to non-conformance, which Supplier accepts shall be decided by Xxxxx; or (iii) terminate entitled to compensation for damages and expenses in accordance with the Agreement for default subject to payment by Supplier to Xxxxx of any damages resulting from such failure, as provided in Clause 16, in addition to any other rights or remedies available under applicable Law. Supplier assumes all transportation and handling costs and the risk of damage to or loss of non-conforming Goodsstatutory provisions.

INSPECTION AND REJECTION. Supplier shall provide and maintain a best-in-class inspection system covering the supplies, processing methods, special tooling, materials, workmanship, and final product ordered under the P.O. Supplier shall make its inspection records of all work and materials available to Xxxxx during the performance of the Agreement, and for seven (7) years thereafter. Xxxxx shall have the right and opportunity to inspect and test all supplies, processing methods, special tooling, materials, workmanship and final product ordered under the P.O. at all times and places, including during the periods of manufacture. Xxxxx shall not be deemed to have accepted any Goods until the expiration of a reasonable period of time for inspection after delivery which period of time shall not be less than ninety (90) days after delivery and Xxxxx may thereafter reject or revoke acceptance of non-conforming Goods. Supplier acknowledges and agrees that Xxxxx may inspect any commercial lot of Goods consisting of numerous units of the same Good by inspecting only a reasonable sampling of such units and that Xxxxx may reject or revoke acceptance of any other units of such commercial lot which Xxxxx at a later time discovers to be non-conforming. Even if not detected during a standard inspection, Supplier further acknowledges and agrees that Xxxxx may reject or revoke acceptance of any non-conforming Goods. If any Goods delivered are non-conforming in materials or workmanship or otherwise, Xxxxx shall have the right, notwithstanding payment or any prior inspection or test, either to reject or revoke acceptance of such non-conforming Goods and to require that Supplier promptly replace or correct any such non- conforming Goods at Supplier’s expense, in addition to any other rights or remedies available pursuant to applicable “Law,” which term when used in this Agreement includes all federal, state and local statutes, laws, ordinances, rules and regulations, as well as judicial decrees, and orders of government agencies, in all cases as they now exist and as they may be passed, enacted, promulgated, amended, revised, recodified, ordered or otherwise changed hereafter. If Supplier fails to promptly replace or correct such Goods after Xxxxx requests Supplier to do so, Xxxxx, in its sole and absolute discretion, may either (i) by contract or otherwise, replace or correct such Goods and charge to Supplier the increased cost incurred by Xxxxx; (ii) accept the delivery of such Goods, subject to a reduction in price reflecting the reduced value attributable to non-conformance, (and with exception to article 1119 of the French Civil Code), which Supplier accepts shall be decided by Xxxxx; or (iii) terminate the Agreement for default subject to payment by Supplier to Xxxxx of any damages resulting from such failure, as provided in Clause 16, in addition to any other rights or remedies available under applicable Law. Supplier assumes all transportation and handling costs and the risk of damage to or loss of non-conforming Goods.