Inventory Balancing Clause Samples

Inventory Balancing. Provided that the Distributor issue a simultaneous offsetting "purchase order, Distributor may, once during each quarter, return for credit Product purchased in excess of the quarterly Purchase Objectives for up to a maximum of [*] dollar sales invoiced by AltiGen Communications during the immediately preceding quarter. The credit issued for the returned inventory will be based on the [*] at which the Products were available to Distributor during the period commencing with the date on which the Product was purchased and ending on the date the Product was returned, and may be used on a dollar-for-dollar basis solely to purchase additional Product pursuant to the offsetting purchase order. The right to balance inventory granted herein must be exercised by the last day of the second month of the quarter. Distributor shall submit a request for authorization to return Product for inventory balancing which shall state the quantity of Product to be returned. Upon receipt of such request, AltiGen Communications shall issue a return of materials authorization number. Inventory returned under this section must be accompanied by a return of materials authorization number assigned by AltiGen Communications and (i) in merchantable condition, in its factory-sealed packaging, or (ii)if the returned Product is returned because defective by virtue of being in breach of the warranty provided for in the End User Agreement, returned with the entire contents of such Product package. All Product returned under this subsection (a) shall be returned within thirty (30) days of the date of issuance of the return of materials authorization number. Distributor shall pay for the shipping of returned Products to AltiGen Communications and AltiGen Communications shall pay for the shipping of replacement Product sent to Distributor.

Inventory Balancing. Ramp will have the right to modify Product in its ------------------- inventory as needed via a software key to increase or decrease the number of users per model (for example, if Ramp needs 25-user units and only has 5-user units in inventory, Ramp can use a software key to upgrade the 5-user units to 25-user units). The detailed mechanics of how such upgrade shall be done will be mutually agreed to by the Parties. The charge or credit to Ramp (depending on the nature of the upgrade/downgrade) shall be the actual price difference between the models, and shall be reconciled and paid no later than fifteen (15) days following the end of each calendar quarter.

Inventory Balancing. Once, during each Novell fiscal quarter OEM may return for credit a quantity of excess inventory of Novell Products, the value of which will not exceed twelve and one-half percent (12.5%) of OEM's net dollar sales invoiced by Novell during the immediately preceding Novell fiscal quarter. The credit issued for the returned inventory will be based on the then current U.S. list price, minus the contracted discount. This inventory balancing privilege will apply only if: (i) at the time the Novell Products are returned, OEM orders Novell Products equal in value to the issued credit; (ii) OEM obtains a Novell Return Material Authorization (RMA) prior to returning the Novell Products; (ii) the Novell Products have been in OEM's inventory more than sixty (60) days; and (iv) OEM completes and submits a Novell Stock Rotation Form. Novell reserves the right to make partial approvals of any Stock Rotation Form.

Inventory Balancing is amended to include the following as the final paragraph: "MS may, at its sole discretion, allow CUSTOMER to exceed the Inventory Balancing limits outlined above, provided that all such additional Inventory Balancing shall be subject to a [*] percent [*] handling fee. Should CUSTOMER's actual Inventory Balancing percentage for any two month period be less than the Inventory Balancing limits outlined above, the remainder of any such Inventory Balancing limit (i.e. [*] limit less .75% actual credit = [*] remaining credit) may be used to increase CUSTOMER's Inventory Balancing limit for any future period. Any additional Inventory Balancing limit accrued shall expire on June 30, 1997." * Confidential Treatment Requested MICROSOFT CONFIDENTIAL - DISCLOSURE PROHIBITED

Inventory Balancing. Once, during each Fiscal Quarter, Rainmaker may ------------------- return for credit a quantity of excess inventory, the value of which shall not exceed [***] of Rainmaker's net dollar sales invoiced by Novell during the immediately preceding Fiscal Quarter for Novell Products. The credit issued for the returned inventory will be the actual purchase price paid by Rainmaker. This quarterly return may include defective product and new and upgrade product not designated by Novell as Exception Rotations in Section 8.

Inventory Balancing. To reduce its inventory risk CUSTOMER shall be entitled to balance its Product inventory in accordance with the following: (a) Product inventory may be balanced only during the Months of March, July, and November, and within thirty (30) days of the date of issue of the Return Authorization; (b) Product may be balanced only if, at the time of balancing, it is listed on the then current MS Price List; Microsoft 1995/1996 Channel Agreement Software Spectrum Page 3 Direct Purchasing Reseller Addendum 10 (c) Product may be balanced only if CUSTOMER's Product return is accompanied by a new Product order in an aggregate dollar amount equal to or greater than the aggregate dollar amount of the Product return;