Common use of Nova Clause in Contracts

Nova. Factor shall carefully examine Products upon delivery and shall notify Biogen within one (1) business day of any nondelivery of a portion of a shipment or any defect in any Product which is reasonably discoverable upon visual inspection of the Product without unloading individual shipping units. Along with notice of any defect, Nova Factor shall furnish to Biogen a detailed description of the nature of the defect. Upon receipt of notice of any defect or nondelivery, Biogen, at its option, shall replace or repair any defective Product or issue Nova Factor a credit in the amount of the purchase price paid for any defective Product or replace or issue Nova Factor a credit in the amount of purchase price paid for any undelivered Product. Except as set forth in Section 16, the preceding sentence sets forth Biogen's sole liability with respect to Product defects reasonably discoverable upon visual inspection of the Product without unloading individual shipping units or with respect to Product that is not in accordance with Nova Factor's order and Section 9.1 sets forth Biogen's sole liability with respect to other Product defects and Biogen shall not be otherwise liable to Nova Factor. In the absence of written notice from Nova Factor to Biogen in accordance with the terms of this Section 3.4, a shipment of Products shall be deemed to have been delivered and accepted by Nova * Omitted information is the subject of a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933 and has been filed separately with the Securities Exchange Commission. Factor as complete and in satisfactory condition. Nova Factor shall, at Biogen's request and expense, follow Biogen's instructions to return to Biogen or Biogen's third party disposal company any Products delivered to Nova Factor which are not in compliance with the Specifications. Nova Factor shall cooperate with Biogen in investigating the cause of any defect in Product.