Common use of Repeated failure Clause in Contracts

Repeated failure. If Acceptance Tests identify any Non-Conformity in any Deliverable after a second or subsequent delivery thereof, or Partner fails to re-deliver the Deliverable on a timely basis, Builder may, in its sole discretion,: (i) continue the process set forth above; (ii) accept the Deliverable as a nonconforming deliverable, in which case the Fees therefor shall be reduced equitably to reflect the value of the Deliverable as received relative to the value of the Deliverable had it conformed; or (iii) deem the failure to be a non-curable material breach of this Agreement and the relevant Requirements, and terminate this Agreement or the Project, at Builder’s sole discretion. Where there are repeated or substantial errors, deficiencies, or Non-Conformity in any Deliverables or Services provided by Partner, Builder is entitled to withhold or reduce payment to the Partner, in full or in part, pending a resolution by Partner that is satisfactory to Builder, at its sole discretion.