for credit submitted after the sixty (60) day
period.
(b) All claims for credit must specify the invoice number(s) to which the claim
applies.
(c) If Altera provided Distributor with a discount on its regular prices at the
time that Altera invoiced Distributor for the Products that are the subject of a
claim for credit, Altera shall subtract from the credit the proportional amount
of the prior discount.
9.
STOCK ROTATION AND RETURNS
9.1 Return of Products. If Altera determines in accordance with its Stock
Rotation Policy that Distributor's inventory is overstocked with certain
Products, Distributor may return such Products to Altera pursuant to
subparagraph 9.2. Products that are obsolete or discontinued may only be
returned pursuant to subparagraph 9.3 of this Agreement. Returns of Products
that are permitted in connection with the termination of this Agreement are
subject to paragraph 14. All returns require a Return Material Authorization
("RMA") and must follow Altera return policies.
Distributor shall bear all freight costs and risk of loss or damage during
shipment of returned Products and shall ship returned Products in accordance
with Altera's reasonable instructions.
Distributor's account will be credited by Altera in the amount paid by
Distributor for the returned Products after Altera receives the Products and
verifies their quantity and quality. All returned Products must be unused,
undamaged, and in Altera factory-sealed bags or Altera factory-shipped boxes.
Distributor may not take any deductions from payments due to Altera before
Altera has issued a credit to Distributor; Altera will charge interest at the
rate of one-and-one-half percent (1.5%) per month or at the maximum rate
permitted by law, whichever is less, from the date that Distributor makes any
unauthorized deductions.
9.2 Procedure for Stock Rotations. Each Altera fiscal semi-annual (i.e.
six-month) period, Altera will accept one (1) Stock Rotation return from
Distributor for the purpose of clearing Distributor's inventory of Product that
in Distributor's reasonable judgment is unlikely to be sold. If Distributor does
not initiate a Stock Rotation return before the end of the applicable Altera
fiscal semi-annual period, that period's allowance will be forfeited. Under this
provision, Distributor may return to Altera Product valued at up to five percent
(5%) of Altera's net billings to Distributor for the Altera fiscal semi-annual
period prior to the Stock Rotation. A portion of such approved stock rotation
total dollar level, not to exceed five percent (5%) thereof, may be eligible to
be scrapped under the Altera scrap policies. As a precondition for accepting a
Stock Rotation, Altera may require that Distributor take delivery from Altera of
Product of value equal to or less than the value of the Product returned.
9.3 Obsolete and Discontinued Products. Altera may render obsolete or
discontinue the manufacture and/or sale of any Product ("Discontinued Product")
and shall notify Distributor of any Discontinued Product. Distributor shall have
the right to return Discontinued Product to Altera to the extent purchased from
Altera within the twenty-four (24) months prior to the date of Product
discontinuation notice. Within thirty (30)