Inspection of goods clause: Copy, customize, and use instantly
Introduction
An inspection of goods clause sets out the buyer’s right to examine goods upon delivery and outlines the timeframes, procedures, and consequences related to any defects or non-conformities. It promotes clarity in expectations, reduces disputes, and protects both parties by ensuring a fair process for checking and accepting goods.
Below are templates for inspection of goods clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Standard inspection of goods clause
This version provides a general right to inspect goods after delivery.
The Buyer shall inspect all goods upon delivery and notify the Seller in writing of any visible damage, defects, or discrepancies within [X] business days. If no notice is given within this period, the goods shall be deemed accepted by the Buyer.
Inspection clause with time-bound rejection rights
This version includes a strict timeframe for inspection and rejection.
The Buyer shall have [X] business days from the date of delivery to inspect the goods and notify the Seller of any non-conformities or defects. If the Buyer fails to notify the Seller within this period, the goods will be deemed accepted, and the Seller shall have no further obligation regarding such goods.
Inspection clause with provision for third-party inspection
This version allows for third-party inspection before or after delivery.
The Buyer reserves the right to appoint a third-party inspector to examine the goods either prior to shipment or upon delivery. The Seller agrees to cooperate with such inspection. Any costs associated with third-party inspection shall be borne by the [Buyer/Seller] unless defects are discovered, in which case the Seller shall bear all inspection costs.
Inspection clause with provision for partial acceptance
This version allows acceptance of conforming goods even if some goods are defective.
If only part of the goods delivered are defective or non-conforming, the Buyer may accept the conforming goods and reject the remainder. The Seller shall promptly replace or credit the Buyer for any goods that are rejected in accordance with this clause.
Inspection clause with extended inspection period for complex goods
This version applies when goods require more detailed evaluation.
Due to the nature of the goods, the Buyer shall have [X] business days from the date of delivery to conduct a full inspection. If any defects, shortages, or non-conformities are identified during this period, the Buyer must notify the Seller in writing. Failure to notify within this period will constitute acceptance.
Inspection clause with on-site inspection prior to delivery
This version applies when goods are inspected before shipment at the Seller’s premises.
The Buyer shall have the right to conduct an on-site inspection of the goods at the Seller’s premises prior to delivery. The Seller shall provide reasonable access and cooperation to facilitate the inspection. Any issues identified must be resolved before shipment.
Inspection clause with remedy obligation
This version includes an obligation on the Seller to remedy defective goods found during inspection.
If the Buyer notifies the Seller of any defects or non-conformities during the inspection period, the Seller shall, at its own cost, promptly repair, replace, or credit the Buyer for the defective goods, at the Buyer’s election.
Inspection clause with inspection waiver option
This version provides flexibility if the Buyer chooses to waive inspection.
The Buyer may, at its discretion, waive its right to inspect the goods upon delivery. Such waiver shall not affect the Buyer’s other rights under this Agreement, including warranty or claims for hidden defects.
Inspection clause with latent defect protection
This version protects against defects not discoverable during initial inspection.
Acceptance of the goods upon delivery shall not waive the Buyer’s right to claim for latent defects that were not reasonably discoverable during inspection. Such claims must be made within [X] days from the date the defect is discovered.
Inspection clause with joint inspection requirement
This version requires both parties to be present during inspection.
Upon delivery, the Buyer and Seller shall conduct a joint inspection of the goods. Any visible damage, shortage, or defect shall be recorded and signed by both parties. If either party is not present, the inspecting party shall prepare a written inspection report and share it within [X] business days.
Inspection clause with buyer's right to reject shipment
This version emphasizes the buyer’s right to reject goods if inspection reveals defects.
If any goods fail to meet the specifications outlined in this Agreement, the Buyer may reject the entire shipment or any part thereof. The Seller shall bear the cost of return and replacement.
Inspection clause with inspection report requirement
This version requires formal documentation of the inspection outcome.
The Buyer shall prepare a written inspection report within [X] business days of delivery, outlining any defects or discrepancies. The report shall be shared with the Seller and form the basis for any claim or remedy.
Inspection clause with requirement for photographic evidence
This version requires photo evidence to support defect claims.
Any claims for defective or non-conforming goods must be accompanied by photographic evidence and a written explanation submitted to the Seller within [X] days of delivery.
Inspection clause with recurring delivery inspections
This version applies to recurring or scheduled deliveries.
For recurring deliveries under this Agreement, the Buyer shall conduct an inspection upon each delivery and notify the Seller of any issues within [X] business days. Failure to notify shall constitute acceptance of that delivery.
Inspection clause with sampling procedure
This version outlines an inspection process based on sample testing.
The Buyer shall conduct a sample inspection of [X]% of the delivered goods. If the sample reveals material defects, the Buyer may inspect all remaining goods and reject the full shipment if defects are widespread.
Inspection clause with multi-stage inspection rights
This version allows inspection at multiple points in the process.
The Buyer shall have the right to inspect the goods at various stages, including during production, prior to shipment, and upon delivery. The Seller shall provide reasonable access at each stage.
Inspection clause with return process outlined
This version sets out the process for returning defective goods post-inspection.
In the event of rejection, the Buyer shall return the goods to the Seller within [X] days of notice. The Seller shall bear all associated return and replacement costs and must dispatch replacement goods within [Y] days.
Inspection clause with warehouse inspection upon receipt
This version focuses on inspection after goods are received into a warehouse.
Upon receipt at the Buyer’s warehouse, the goods shall be inspected for visible damage, quantity discrepancies, or packaging issues. Any issues identified must be reported within [X] business days.
Inspection clause with risk of loss remaining with seller
This version keeps risk of loss with the seller until goods pass inspection.
Title and risk of loss shall remain with the Seller until the Buyer completes a satisfactory inspection and confirms acceptance of the goods in writing.
Inspection clause with cross-border delivery inspection
This version applies to international shipments.
For goods delivered across borders, the Buyer shall inspect goods upon customs clearance and notify the Seller of any damage or loss during transit. Inspection reports shall be submitted within [X] days.
Inspection clause with perishable goods exception
This version applies special rules for perishable goods.
For perishable goods, the Buyer must inspect and report any defects within [X] hours of delivery. After this period, the goods will be deemed accepted unless otherwise agreed.
Inspection clause with subcontractor notification
This version requires notifying subcontractors of inspection rights.
If goods are delivered directly to a subcontractor on behalf of the Buyer, the Buyer shall remain entitled to conduct an inspection and reject non-conforming goods within [X] days of notification from the subcontractor.
Inspection clause with pre-inspection by buyer’s agent
This version allows a buyer’s representative to inspect before delivery.
The Buyer may appoint an agent or third party to conduct a pre-inspection of the goods before shipment. The Seller shall allow full access and provide necessary documentation for the inspection.
Inspection clause with buyer’s waiver of inspection
This version makes inspection optional at the buyer’s discretion.
The Buyer may waive its right to inspect the goods at any time. Such waiver shall not affect the Buyer’s right to later claim for hidden defects or breach of warranty.
Inspection clause with inspection tied to payment release
This version ties payment to successful inspection.
Payment for goods shall only be released upon successful inspection and written acceptance by the Buyer. If defects are found, payment will be withheld until resolution.
Inspection clause with inspection standards defined
This version defines specific inspection benchmarks or methods.
The inspection shall be conducted using [industry standard/testing procedure]. Goods failing to meet these standards will be deemed non-conforming and subject to rejection.
Inspection clause with mutual inspection agreement
This version requires mutual inspection and agreement.
The Buyer and Seller shall jointly inspect the goods upon delivery and mutually agree on any defects or damages. A signed inspection report shall be generated and retained by both parties.
Inspection clause with allowance for repair before rejection
This version gives the seller an opportunity to repair goods before rejection.
If defects are identified during inspection, the Seller shall have [X] days to repair or correct the defects before the Buyer exercises its right to reject the goods.
Inspection clause with detailed defect categorization
This version defines minor vs. major defects for inspection outcomes.
The Buyer shall classify defects as ‘minor’ or ‘major’ during inspection. Goods with major defects may be rejected in full, while minor defects may be subject to partial acceptance with price adjustments.
Inspection clause with force majeure exception
This version allows inspection delays due to force majeure.
If inspection is delayed due to force majeure events, the inspection period shall be extended accordingly. The Seller shall cooperate in facilitating a revised inspection timeline.
Inspection clause with inspection at buyer’s site post-installation
This version applies when goods require installation before inspection.
The Buyer shall have [X] days from completion of installation to inspect the goods. Any defects discovered post-installation must be reported immediately.
Inspection clause with supplier audit rights
This version allows broader quality control through supplier audits.
In addition to routine inspection, the Buyer reserves the right to audit the Seller’s manufacturing and quality control systems upon reasonable notice.
Inspection clause with detailed packaging inspection
This version focuses on packaging quality.
The Buyer shall inspect packaging for compliance with agreed specifications. Damaged, insufficient, or non-compliant packaging will be considered a defect subject to remedy.
Inspection clause with digital inspection report requirement
This version requires submission of inspection reports in digital format.
The Buyer shall submit all inspection findings via digital report, including photographs, descriptions, and timestamps. The Seller must respond to reported issues within [X] business days.
Inspection clause with buyer’s inspection personnel training requirement
This version requires trained inspectors.
The Buyer shall ensure that inspection personnel are trained and qualified to identify non-conformities. The Seller may request certification of inspector credentials upon request.
Inspection clause with phased delivery inspection protocol
This version applies a phased inspection approach.
For phased deliveries, each shipment shall be independently inspected. Acceptance of one shipment does not imply acceptance of future deliveries under this Agreement.
Inspection clause with inspection fees reimbursement
This version requires the seller to reimburse inspection costs.
If defects are found during inspection, the Seller shall reimburse the Buyer for any inspection-related expenses incurred.
Inspection clause with concealed damage claims
This version protects against concealed damages discovered later.
The Buyer reserves the right to claim for concealed damage not apparent during initial inspection. Such claims must be submitted within [X] days of discovery.
Inspection clause with final acceptance certificate
This version uses a formal acceptance certificate.
Upon satisfactory inspection, the Buyer shall issue a Certificate of Final Acceptance. The Seller’s obligations under this clause shall be deemed fulfilled upon receipt of this certificate.
Inspection clause with video inspection option
This version allows inspection via live or recorded video.
The Buyer may inspect the goods remotely via live video call or recorded video footage. The Seller shall provide access and cooperate with virtual inspection procedures.
Inspection clause with inspection contingency for hazardous materials
This version applies to hazardous or sensitive goods.
For hazardous goods, the Buyer shall conduct inspection in accordance with applicable safety protocols and regulations. Any inspection must be carried out by qualified personnel.
Inspection clause with transit damage liability
This version addresses inspection upon arrival and transit damage.
The Buyer shall inspect goods immediately upon delivery. Damage resulting from transit must be recorded on the delivery note and reported within [X] hours.
Inspection clause with batch-specific inspection protocols
This version is suitable for manufacturing or bulk goods.
Each batch of goods shall be labeled and subject to separate inspection. Defects in one batch shall not affect acceptance of other batches unless systemic issues are identified.
Inspection clause with sample retention requirement
This version requires retention of defect samples.
In the event of non-conforming goods, the Buyer shall retain representative samples of the defective items for review by the Seller upon request.
Inspection clause with replacement shipment timeline
This version defines a strict replacement timeline.
The Seller shall replace any defective goods identified during inspection within [X] business days from receipt of the defect notice.
Inspection clause with seasonal delivery adjustments
This version allows inspection protocol changes based on season.
Inspection protocols may be adjusted during periods of high-volume seasonal delivery. The parties agree to a flexible timeline for inspection during such periods.
Inspection clause with penalty for repeated defects
This version imposes penalties for repeated inspection failures.
If more than [X]% of shipments are rejected due to inspection failures within a 12-month period, the Seller shall provide a [credit/discount/penalty] to the Buyer.
Inspection clause with documented inspection checklist
This version requires standardized checklists.
The Buyer shall conduct inspections using a standardized checklist agreed by both parties. Copies of the checklist shall be provided with each inspection report.
Inspection clause with warranty overlap clarification
This version clarifies inspection and warranty scope.
Acceptance of goods after inspection does not waive any warranty claims that arise after the inspection period. Warranty remedies remain enforceable under this Agreement.
Inspection clause with integrated defect categorization software
This version applies in tech-enabled inspection environments.
The Buyer shall log inspection data using integrated defect management software. All entries shall be accessible to the Seller for review and resolution tracking.
Inspection clause with notice of inspection rights in PO
This version references inspection terms in the purchase order.
All purchase orders issued by the Buyer shall reference this inspection clause and inform the Seller of the Buyer’s inspection rights and obligations.
Inspection clause with staggered acceptance protocol
This version allows conditional or staged acceptance.
The Buyer may accept goods in stages, subject to satisfactory inspection of each delivery lot. Final acceptance shall be provided upon complete delivery and successful inspection of all items.
Inspection clause with packaging return requirement
This version includes handling of defective goods packaging.
If goods are rejected due to packaging defects, the Buyer may return the goods in their original packaging, and the Seller shall bear return costs and repackage at its own expense.
Inspection clause with rejected goods storage terms
This version sets out terms for holding rejected goods.
If rejected goods are not collected within [X] days, the Buyer may store them at the Seller’s risk and cost or dispose of them after written notice.
Inspection clause with onsite quality audit requirement
This version allows deeper inspections via site audits.
The Buyer may conduct a full quality audit of the Seller’s production site with [X] days’ notice. The audit may include inspection of raw materials, equipment, and production records.
Inspection clause with compliance documentation requirement
This version requires accompanying inspection documentation.
The Seller shall provide compliance certificates and test results alongside each delivery for inspection review. The Buyer may withhold acceptance until such documentation is verified.
Inspection clause with penalty for delay in inspection support
This version penalizes delays by the seller in facilitating inspection.
If the Seller fails to provide access or support for inspection within [X] days of request, the Buyer may reject goods without further inspection.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.