Delivery Confirmation Note

DELIVERY CONFIRMATION NOTE

Document Identification

Delivery Note No.:    Purchase Order No.:    Invoice No.:

Delivery Details

Carrier:    Tracking No.:

Delivery Date:    Delivery Time:

Parties

WHEREAS (Recitals)

WHEREAS, Supplier has transported or caused to be transported the goods described below (the "Goods") to Recipient at the Delivery Location; and

WHEREAS, Recipient requests confirmation of delivery and an acknowledgment of the condition and quantity of the Goods delivered; and

WHEREAS, the parties intend that this Delivery Confirmation Note serve as both an acknowledgment of receipt and a limited agreement governing acceptance, inspection, and transfer of risk as set forth below.

Scope of Work / Description of Goods

Itemization

List each delivered item, quantity and condition at delivery:

Item 1 Description:   Qty:   Unit:   Condition:

Item 2 Description:   Qty:   Unit:   Condition:

Item 3 Description:   Qty:   Unit:   Condition:

Additional items (if any):

Acceptance and Inspection

Recipient acknowledges that the Goods were delivered to the Delivery Location and, to the best of Recipient's knowledge upon reasonable inspection at time of delivery, are provided in the quantity and condition set forth above. Recipient's signature below constitutes acceptance of the Goods subject to the inspection and claims provisions stated herein.

Accepted as received    Accepted with exceptions or damages noted below

Payment Terms

Total Amount Due for Delivered Goods and any applicable services:

Term and Termination

Term Start Date:    Term End Date:

Either party may terminate this delivery confirmation and associated obligations upon written notice delivered to the other party at least days prior to termination, provided that termination does not relieve either party of liabilities incurred prior to the effective date of termination.

Confidentiality

Each party shall keep confidential all non-public commercial information disclosed in connection with this delivery and shall not disclose such information to third parties except as required by law or as necessary to perform obligations under this Delivery Confirmation Note. Recipient acknowledges that invoices, unit prices and settlement terms are confidential between the parties.

Acknowledgment of Confidentiality Obligation: Recipient confirms understanding and agreement to the confidentiality obligations above.

Limitation of Liability

Except for claims arising from gross negligence or willful misconduct, neither party shall be liable to the other for consequential, incidental, special or punitive damages arising out of or relating to the delivery, inspection or acceptance of the Goods. Supplier's liability for direct damages shall be limited to the invoiced value of the affected Goods.

Governing Law

This Delivery Confirmation Note shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles.

Entire Agreement

This Delivery Confirmation Note, together with any referenced purchase order and invoice terms, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral.

Acknowledgment and Certification

By signing below, Recipient certifies that the Goods listed above were received at the Delivery Location on the Delivery Date in the condition indicated, subject to any exceptions noted. Supplier or Carrier certifies that the Goods listed were delivered in accordance with the applicable purchase order or delivery instructions.

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