Acceptance of Prototype Powertrain Systems Deliverables Sample Clauses

Acceptance of Prototype Powertrain Systems Deliverables. Upon delivery of a Deliverable, which is a Prototype Powertrain System, by Tesla to TMC, TMC will test whether the Deliverable conforms in all material respects to the applicable part of the Initial Statement of Work and Specification or Final Specifications, as the case may be. TMC will accept or reject each Deliverable within thirty (30) calendar days after delivery and will give Tesla written notice of acceptance or rejection thereof, provided however, in the event that a notice of rejection is not received by Tesla within the thirtieth (30 th) calendar day period, the Deliverable shall be deemed to have been accepted by TMC at the close of business on the thirtieth (30th) day of the period. In the event that a Deliverable contains an Error, TMC shall have the right to reject the Deliverable and provide written notice to Tesla describing the Error in sufficient detail to allow Tesla to reproduce the Error. Tesla will use commercially reasonable efforts to correct the Errors so that the Deliverable conforms to the applicable part of the Initial Statement of Work and Specification or Final Specifications, as the case may be, and shall use commercially reasonable efforts to do so within thirty (30) calendar days of receiving each of TMC’s written notices regarding the Errors. At TMC’s request, the procedure in this Section 2(d)(ii) will be repeated with respect to a revised Deliverable to determine whether it is acceptable to TMC, unless and until TMC issues to Tesla a final rejection of the revised Deliverable after rejecting the Deliverable on at least three (3) prior occasions. If a Party issues a final rejection of the revised Deliverable pursuant to Sections 2(d)(i) or 2(d)(ii), the Receiving Party’s sole remedy and the Performing Party’s sole liability under this Agreement shall be (1) in the case of TMC as the Receiving Party, to withhold payment for the rejected Deliverable only and/or terminate this Agreement by providing written notice to Tesla, such notice to be effective upon Tesla’s receipt, and (2) in the case of Tesla as the Receiving Party, to terminate this Agreement by providing written notice to TMC, such notice to be effective upon TMC’s receipt. For avoidance of doubt, Tesla’s right to payments under Section 5 that accrued as of the date of termination of this Agreement, shall survive in all cases.
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Related to Acceptance of Prototype Powertrain Systems Deliverables

  • Other Deliverables For any Deliverable that is not a System Deliverable, the applicable Work Order will set forth the acceptance criteria and other testing required for District to evaluate and accept (or, where necessary, reject) such Deliverable; provided, however, that in no case will a Deliverable be accepted by District until District has provided Contractor with District’s written acceptance thereof.

  • Deliverables Upon satisfactory completion of the work authorization, the Engineer shall submit the deliverables as specified in the executed work authorization to the State for review and acceptance.

  • Closing Deliverables (a) At the Closing, Seller shall deliver to Buyer the following:

  • Seller Deliverables At the Closing, the Seller shall deliver to the Purchaser:

  • Hardware and Software Requirements In order to access and retain Disclosures electronically, you must satisfy the following computer hardware and software requirements: access to the Internet; an email account and related software capable of receiving email through the Internet; a web browser which is SSL-compliant and supports secure sessions, and hardware capable of running this software.

  • Maintenance of Review Materials It will maintain copies of any Review Materials, Review Reports and other documents relating to a Review, including internal correspondence and work papers, for a period of at least two years after any termination of this Agreement.

  • Seller’s Deliverables At the Closing, Seller shall deliver to Buyer:

  • Information Systems Acquisition Development and Maintenance Security of System Files. To protect City Information Processing Systems and system files containing information, Service Provider will ensure that access to source code is restricted to authorized users whose specific job function necessitates such access.

  • Third Party Software 1. The Software may contain third party software that requires and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at xxxx://xxx.xxxxxxxxx.xxx/thirdparty/index.html and are made a part of and incorporated by reference into this XXXX. By accepting this XXXX, You are also accepting the additional terms and conditions, if any, set forth therein.

  • Purchaser Deliverables The Purchaser shall have delivered its Purchaser Deliverables in accordance with Section 2.2(b).

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