§1Model wording
2.1 Conformance. Each Pallet shall meet the Specification in Schedule B. A Pallet meeting any reject criterion in Schedule B is "Non-conforming".
2.2 Inspection. The Buyer may inspect each delivery using the sampling plan in Schedule C. If the number of Non-conforming Pallets in the sample exceeds the plan's reject number, the Buyer may reject the entire delivery or sort it at the Seller's cost at the rate in Schedule A.
2.3 Notice. The Buyer shall notify the Seller of Non-conforming Pallets within [5] business days of delivery, with photographs and the delivery reference.
2.4 Remedy. The Seller shall credit the invoice price of each Non-conforming Pallet and collect it within [7] days of notice at its own cost. Pallets not collected within that time may be disposed of by the Buyer at the Seller's cost.
Values in [square brackets] are yours to set. Have counsel review before use; this is not legal advice.
§2Negotiation notes
Without 2.2, you must inspect every pallet to reject anything. Attribute sampling (ANSI/ASQ Z1.4 is a common reference) keeps the work proportionate.
Suppliers often ask for joint inspection of disputed rejects. Accept it if they can attend within the notice window.