MIMEDX GROUP, INC. AND SUBSIDIARIES (“MIMEDX”) TERMS AND CONDITIONS OF CONSIGNMENT
MiMedx Customer Service Department, Tel: 866-477-4219 Fax: 770-590-3552
The Customer Service Department is open weekdays (excluding U.S. national holidays) between the hours of 8 a.m. and 7 p.m. Eastern Standard Time.
Customer desires to purchase and MiMedx desires to sell certain products pursuant to a consignment inventory program. MiMedx objects to and rejects any and all consignment terms proposed by Customer, whether contained in Customer’s consignment order or elsewhere. If MiMedx and Customer have signed a separate, written agreement governing Customer’s consignment inventory program, then the terms of that agreement shall govern.
- Consignment Inventory. Customer and MiMedx will determine appropriate levels of consignment inventory to be maintained. The consignment inventory is placed by MiMedx at no charge to Customer, and is provided solely for Customer’s internal use. Customer will not share consignment inventory with another institution.
- Reductions in Consignment Inventory Levels. If at any time Customer desires to reduce the current level of consignment inventory, Customer shall notify MiMedx and return the applicable consignment products with no penalties, so long as such products are Unused and Undamaged, as defined below.
- Return of Inventory. Customer can, at any time, return Unused items from consignment inventory to MiMedx. “Unused” is defined as any unopened package. “Undamaged” is defined as any package that does not have damage that has compromised the product in the package.
- Inventory Replacements. All inventory replacements will be provided to Customer either by courier or via next-day air delivery at no additional cost to Customer.
- Ownership. Customer recognizes that Consignment Inventory is the property of MiMedx. Customer will appropriately segregate the Consignment Inventory and clearly mark it as MiMedx property while it is on consignment. Title to the Consignment Inventory shall remain with MiMedx until withdrawn and purchased by Customer as herein provided. Customer accepts all risk of loss and full responsibility for any goods in the Consignment Inventory that may be opened, lost, stolen or damaged by Customer or its personnel. Upon removal by Customer of any goods in the Consignment Inventory, it shall be deemed purchased by the Customer and title shall pass to the Customer.
- Inspection. MiMedx will inspect the Consignment Inventory on a quarterly basis for expiring and outdated products, and replace any such products in a timely manner with like for like product. Customer agrees to give MiMedx representative(s) reasonable access to its inventory to conduct such inspections of Consignment Inventory levels, and to verify the quantity and condition of the Consignment Inventory. A new inspection may be required when product is added, subtracted, or traded out of Customer’s Consignment Inventory.
- Discrepancy Resolution. If there is a discrepancy between product listed on the most current inspection report and actual product in Customer’s consignment inventory, Customer’s designated representative will work with MiMedx to resolve such discrepancy in a timely manner.
- Terms of Sale. Upon Customer’s use of product in the consignment inventory, a purchase and sale of the applicable product shall be deemed to have occurred and such sale will be governed by the applicable terms and conditions set forth at www.mimedx.com/terms-and-conditions, unless the parties have otherwise agreed in writing.