Inventory Management Inventory Decline Form

INVENTORY MANAGEMENT — INVENTORY DECLINE FORM

Company Name:    Supplier Name:

Decline Report Number:    Date of Incident:

WHEREAS

WHEREAS, Company Name: performs inventory receipt, inspection and control functions for inventory received at the receiving location; and

WHEREAS, Supplier Name: supplies goods to Company and agrees to the inspection, decline, disposition and credit procedures set forth in this form and the incorporated agreement language.

NOW, THEREFORE, the parties document the decline of certain inventory items and agree to the following terms, which govern adjustments, disposition, and any resulting financial reconciliation.

DECLINED INVENTORY DETAILS (ITEMIZED)

Item 1

SKU:    Description:

Batch / Lot No.:    Qty Received:    Qty Declined:    UOM:

Item 2

SKU:    Description:

Batch / Lot No.:    Qty Received:    Qty Declined:    UOM:

Damage on arrival    Shortage / Missing quantity    Mismatch with purchase order    Quality non-conforming    Other (explain)

Return to Supplier    Credit / Refund    Destroy (authorization required)    Quarantine / Hold    Other

SCOPE OF WORK / INSPECTION FINDINGS

PAYMENT TERMS (FOR ADJUSTMENTS AND CREDITS)

Estimated Adjustment Amount (if applicable): $    Credit / Refund Schedule:

Late Payment / Adjustment Fee:    Payment Due (days):

The parties agree that credits, refunds, or invoices issued in connection with declined inventory will be documented in writing and will reference this Decline Report Number. Supplier shall issue any agreed credit or refund within the agreed schedule unless a written dispute is timely submitted in accordance with the Term and Termination clause below.

TERM AND TERMINATION

Effective Date:    Expiration Date:

Notice Period for Claims: days from the date of this report for submission of supporting documentation to substantiate any disputed adjustment.

Either party may terminate any ongoing remediation or disposition arrangement related to this declined inventory upon written notice to the other party if the other party materially breaches its obligations and fails to cure within the notice period specified above.

CONFIDENTIALITY

All non-public information exchanged in connection with this Decline Report, including quality findings, photographic evidence, batch information and commercial adjustment details, shall be treated as Confidential Information by the receiving party and shall not be disclosed to third parties except as required by law or with prior written consent. Confidential Information shall be protected using commercially reasonable measures for a period of two (2) years from the date of this Report, unless otherwise agreed in writing.

GOVERNING LAW

This form and any agreements or adjustments arising from it shall be governed by the laws of: without regard to conflict of laws principles.

ENTIRE AGREEMENT

This Decline Report, together with any referenced purchase order terms and any subsequent written adjustments agreed by authorized representatives of both parties, constitutes the entire agreement between the parties with respect to the declined inventory and supersedes all prior oral and written representations, agreements and understandings relating thereto. No amendment shall be effective unless in writing and executed by authorized representatives of both parties.

ACKNOWLEDGMENT AND CERTIFICATION

The undersigned certify that the information provided in this Decline Report is true and accurate to the best of their knowledge, and that they are authorized to act on behalf of the respective parties. Submission of this form creates an obligation to cooperate in resolution and to document all subsequent adjustments in writing.

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