Common use of PRODUCT ACCEPTANCE Clause in Contracts

PRODUCT ACCEPTANCE. 9.2.1 After delivery of a shipment of any Products to Buyer or Buyer’s customer, Buyer shall have 30 days following installation to examine such Products to determine if they conform to the Specifications, are free from defects in design and otherwise comply with the warranties set forth in section 9.1, and, on the basis of such examination, to accept or reject such shipment. Any claims for failure to so conform or for such defects (“Product Claims”) shall be made by Buyer in writing to Xxxxxxxx, within such 30 days, indicating the non-conforming characteristics of the Products (“RMA Product”). Xxxxxxxx will provide a Return Material Authorization (RMA) number prior to the return of the RMA Product to Xxxxxxxx. Xxxxxxxx will make reasonable effort to provide an RMA number within 24 hours, but in no event will an RMA number be issued more than two Business Days after Xxxxxxxx’x receipt of the Product Claim. Notwithstanding the foregoing, if Buyer or its customer first discovers that any Product fails to conform with the Specifications, is defective in design and/or otherwise does not comply with the warranties set forth in section 9.1 after acceptance thereof, and such failure would not have been readily discoverable from a reasonable inspection or review of the Product (any, a “Latent Defect”), Buyer shall have the continuing right to reject the Products, provided it notifies Xxxxxxxx of the Latent Defect promptly after discovery or knowledge, as applicable, thereof. Buyer shall have no obligation to pay for any RMA Products that are subject to Product Claims under investigation by Xxxxxxxx. However, if payment has already been made by Buyer, then as promptly as possible after the submission of a Product Claim by Buyer, Buyer will initiate negotiations for discrepancy resolution with Xxxxxxxx. Options for resolution for confirmed non-conforming Product include but are not limited to, at Buyer’s discretion, (i) provide Buyer with a refund of the full amount paid by Buyer for such RMA Products, (ii) issue Buyer a credit against future xxxxxxxx equal to the full amount paid by Buyer for such RMA Products, (iii) direct a Xxxxxxxx certified engineer to repair such RMA Products, or (iv) replace such RMA Products. Xxxxxxxx shall pay for all shipping costs of returning RMA Products that are the subject of Product Claims. Xxxxxxxx shall bear the risk of loss for such RMA Products from the time such RMA Products are picked up at or shipped from Buyer, or Buyer’s customer premises for return delivery. If no such Defect is found, Buyer shall reimburse Xxxxxxxx for all reasonable fees, costs and expenses incurred to analyze and, if requested by Buyer, replace the non-defective RMA Product and Buyer shall bear responsibility for (1) all transportation costs to and from Xxxxxxxx’x designated facility, (2) the price of the Product found to be conforming, and (3) the price of the replacement Product (if any).

PRODUCT ACCEPTANCE. 9.2.1 After delivery of a shipment of any Products to Buyer or Buyer’s customer, Buyer shall have 30 days following installation to examine such Products evaluate each Product to determine if they it conforms, in all material respects, to the Specifications. Buyer shall give Seller written notice of any rejection of a Product within ten (10) business days following Buyer’s receipt of such Product (“Acceptance Period”). Such written notice of rejection of a Product for failure to materially conform to the SpecificationsSpecifications shall include a reasonably detailed and complete description of Buyer’s basis for asserting that the Product does not materially conform to the Specifications (“Specification Notice”). If Buyer fails to provide such Specification Notice to Seller within the Acceptance Period, are free from defects in design and otherwise comply with such Product shall be deemed accepted by Buyer. If Seller disputes the warranties basis for rejection set forth in section 9.1a Specification Notice, and, on it shall provide written notice of the basis same to Buyer within ten (10) business days following receipt of such examination, to accept or reject such shipment. Any claims for failure to so conform or for such defects the Specification Notice (“Product Claims”) shall be made by Buyer in writing to Xxxxxxxx, within such 30 days, indicating the non-conforming characteristics Notice of the Products (“RMA ProductDisputed Defect”). Xxxxxxxx will provide a Return Material Authorization (RMA) number prior to Any such dispute shall be resolved by the return parties in accordance with the provisions of the RMA Product to Xxxxxxxx. Xxxxxxxx will make reasonable effort to provide an RMA number within 24 hours, but in no event will an RMA number be issued more than two Business Days after Xxxxxxxx’x receipt of the Product ClaimSection 17. Notwithstanding the foregoingissue of Specification Notice or Notice of Disputed Defect, the Products shall be deemed to be delivered on time if Buyer or its customer the Products were first discovers that any Product fails to conform delivered within Portions of this Exhibit were omitted and have been filed separately with the Specifications, is defective Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 24b-2 of the Exchange Act; [*] denotes omissions. the delivery date as stated in design and/or otherwise the Purchase Order. If Seller does not comply with dispute the warranties basis for rejection set forth in section 9.1 after a Specification Notice, Seller shall follow its standard repair or replace procedure as set forth in Section 7.2 herein. The acceptance thereof, and such failure would not have been readily discoverable from a reasonable inspection or review of the Product (any, a “Latent Defect”), Buyer procedures set forth in this Section 6.2 shall have the continuing right apply to reject the Products, provided it notifies Xxxxxxxx of the Latent Defect promptly after discovery or knowledge, as applicable, thereof. Buyer shall have no obligation to pay for any RMA Products that are subject to Product Claims under investigation by Xxxxxxxx. However, if payment has already been made by Buyer, then as promptly as possible after the submission of a Product Claim by Buyer, Buyer will initiate negotiations for discrepancy resolution with Xxxxxxxx. Options for resolution for confirmed non-conforming Product include but are not limited to, at Buyer’s discretion, (i) provide Buyer with a refund of the full amount paid by Buyer for such RMA Products, (ii) issue Buyer a credit against future xxxxxxxx equal to the full amount paid by Buyer for such RMA Products, (iii) direct a Xxxxxxxx certified engineer to repair such RMA Products, or (iv) replace such RMA Products. Xxxxxxxx shall pay for all shipping costs of returning RMA Products that are the subject of Product Claims. Xxxxxxxx shall bear the risk of loss for such RMA Products from the time such RMA Products are picked up at or shipped from Buyer, or Buyer’s customer premises for return delivery. If no such Defect is found, Buyer shall reimburse Xxxxxxxx for all reasonable fees, costs and expenses incurred to analyze and, if requested by Buyer, replace the non-defective RMA Product and Buyer shall bear responsibility for (1) all transportation costs to and from Xxxxxxxx’x designated facility, (2) the price of the Product found to be conforming, and (3) the price of the replacement Product (if any)redelivered Product.

PRODUCT ACCEPTANCE. 9.2.1 After delivery PRODUCT is subject to Company's acceptance testing to assure conformance to specifications. Supplier shall submit two (unless another number is mutually agreed to) production samples of PRODUCT (referred to herein collectively as or "sample(s)") produced in a shipment continuous run on permanent production tooling to a location designated by Company for examination. Company shall evaluate samples and issue a written acceptance or rejection to Supplier within forty five (45) days after receipt of any Products samples. The failure by Company to Buyer reject with cause within such time shall constitute acceptance. Any rejection shall identify the failure to meet specifications in reasonable detail sufficient to allow Supplier to correct the deficiency. RESTRICTED - PROPRIETARY INFORMATION The information contained herein is for use by authorized employees of the parties hereto only and is not for general use or Buyer’s customerdistribution within or outside of their respective companies except under written agreement. If a sample evaluated pursuant to this Section is rejected, Buyer Supplier agrees to correct, at its expense, the failure to meet the specifications (referred to herein collectively as "defect") leading to such rejection and resubmit a corrected sample to Company within thirty (30) days after receipt of notice from Company of such defect (collectively referred to herein as the "Corrective Period"). Company shall have 30 thirty (30) days following installation to examine such Products to determine if they conform to after the Specifications, are free from defects in design and otherwise comply with resubmitting of the warranties set forth in section 9.1, and, on the basis of such examination, corrected sample to accept or reject such shipmentdeliverable. Any claims for failure If the defects in a rejected sample are not corrected within the Corrective Period or if a resubmitted sample re-tested or re-evaluated by Company during the thirty (30) day re-evaluation period is again rejected, Company may at its option: (a) accept the sample as is; (b) afford Supplier one or more correction extensions; or (c) terminate the applicable SPA and purchase orders issued hereunder without any cost or charge to so conform Company whatsoever, including costs or for such charges incurred by Supplier in procuring equipment, material and special tooling to perform any part of this Agreement, loss of profits or labor, and materials expended in the production of samples. If Company opts to perform testing at Supplier's facility, Supplier shall allow Company to send a representative(s) to observe and participate in the testing. Supplier shall not make any shipments under this Agreement prior to correction of defects (“Product Claims”) shall be made by Buyer in writing to Xxxxxxxx, within such 30 days, indicating the non-conforming characteristics and approval of the Products (“RMA Product”)production samples. Xxxxxxxx Company will provide a Return Material Authorization (RMA) number prior return samples to the return of the RMA Product to Xxxxxxxx. Xxxxxxxx will make reasonable effort to provide an RMA number within 24 hours, but in no event will an RMA number be issued more than two Business Days after Xxxxxxxx’x receipt of the Product Claim. Notwithstanding the foregoing, if Buyer or its customer first discovers that any Product fails to conform with the Specifications, is defective in design and/or otherwise does not comply with the warranties set forth in section 9.1 after acceptance thereof, and such failure would not have been readily discoverable from a reasonable inspection or review of the Product (any, a “Latent Defect”), Buyer shall have the continuing right to reject the Products, provided it notifies Xxxxxxxx of the Latent Defect promptly after discovery or knowledge, as applicable, thereof. Buyer shall have no obligation to pay for any RMA Products that are subject to Product Claims under investigation by Xxxxxxxx. However, if payment has already been made by Buyer, then as promptly as possible after the submission of a Product Claim by Buyer, Buyer will initiate negotiations for discrepancy resolution with Xxxxxxxx. Options for resolution for confirmed non-conforming Product include but are not limited to, at Buyer’s discretion, (i) provide Buyer with a refund of the full amount paid by Buyer for such RMA Products, (ii) issue Buyer a credit against future xxxxxxxx equal to the full amount paid by Buyer for such RMA Products, (iii) direct a Xxxxxxxx certified engineer to repair such RMA Products, or (iv) replace such RMA Products. Xxxxxxxx shall pay for all shipping costs of returning RMA Products that are the subject of Product Claims. Xxxxxxxx shall bear the risk of loss for such RMA Products from the time such RMA Products are picked up at or shipped from Buyer, or Buyer’s customer premises for return delivery. If no such Defect is found, Buyer shall reimburse Xxxxxxxx for all reasonable fees, costs and expenses incurred to analyze and, if requested by Buyer, replace the non-defective RMA Product and Buyer shall bear responsibility for (1) all transportation costs to and from Xxxxxxxx’x designated facility, (2) the price of the Product found to be conforming, and (3) the price of the replacement Product (if any)Supplier.

PRODUCT ACCEPTANCE. 9.2.1 After delivery PRODUCT is subject to Company's acceptance testing to assure conformance to specifications. Supplier shall submit two (unless another number is mutually agreed to) production samples of PRODUCT (referred to herein collectively as or "sample(s)") produced in a shipment continuous run on permanent production tooling to a location designated by Company for examination. Company shall evaluate samples and issue a written acceptance or rejection to Supplier within forty five (45) days after receipt of any Products samples. The failure by Company to Buyer or Buyer’s customerreject with cause within such time shall constitute acceptance. Any rejection shall identify the failure to meet specifications in reasonable detail sufficient to allow Supplier to correct the deficiency. If a sample evaluated pursuant to this Section is rejected, Buyer Supplier agrees to correct, at its expense, the failure to meet the specifications (referred to herein collectively as "defect") leading to such rejection and resubmit a corrected sample to Company within thirty (30) days after receipt of notice from Company of such defect (collectively referred to herein as the "Corrective Period"). Company shall have 30 thirty (30) days following installation to examine such Products to determine if they conform to after the Specifications, are free from defects in design and otherwise comply with resubmitting of the warranties set forth in section 9.1, and, on the basis of such examination, corrected sample to accept or reject such shipmentdeliverable. Any claims for failure If the defects in a rejected sample are not corrected within the Corrective Period or if a resubmitted sample re-tested or re-evaluated by Company during the thirty (30) day re-evaluation period is again rejected, Company may at its option: (a) accept the sample as is; (b) afford Supplier one or more correction extensions; or (c) terminate the applicable SPA and purchase orders issued hereunder without any cost or charge to so conform Company whatsoever, including costs or for such charges incurred by Supplier in procuring equipment, material and special tooling to perform any part of this Agreement, loss of profits or labor, and materials expended in the production of samples. If Company opts to perform testing at Supplier's facility, Supplier shall allow Company to send a representative(s) to observe and participate in the testing. Supplier shall not make any shipments under this Agreement prior to correction of defects (“Product Claims”) shall be made by Buyer in writing to Xxxxxxxx, within such 30 days, indicating the non-conforming characteristics and approval of the Products (“RMA Product”)production samples. Xxxxxxxx Company will provide a Return Material Authorization (RMA) number prior return samples to the return of the RMA Product to Xxxxxxxx. Xxxxxxxx will make reasonable effort to provide an RMA number within 24 hours, but in no event will an RMA number be issued more than two Business Days after Xxxxxxxx’x receipt of the Product Claim. Notwithstanding the foregoing, if Buyer or its customer first discovers that any Product fails to conform with the Specifications, is defective in design and/or otherwise does not comply with the warranties set forth in section 9.1 after acceptance thereof, and such failure would not have been readily discoverable from a reasonable inspection or review of the Product (any, a “Latent Defect”), Buyer shall have the continuing right to reject the Products, provided it notifies Xxxxxxxx of the Latent Defect promptly after discovery or knowledge, as applicable, thereof. Buyer shall have no obligation to pay for any RMA Products that are subject to Product Claims under investigation by Xxxxxxxx. However, if payment has already been made by Buyer, then as promptly as possible after the submission of a Product Claim by Buyer, Buyer will initiate negotiations for discrepancy resolution with Xxxxxxxx. Options for resolution for confirmed non-conforming Product include but are not limited to, at Buyer’s discretion, (i) provide Buyer with a refund of the full amount paid by Buyer for such RMA Products, (ii) issue Buyer a credit against future xxxxxxxx equal to the full amount paid by Buyer for such RMA Products, (iii) direct a Xxxxxxxx certified engineer to repair such RMA Products, or (iv) replace such RMA Products. Xxxxxxxx shall pay for all shipping costs of returning RMA Products that are the subject of Product Claims. Xxxxxxxx shall bear the risk of loss for such RMA Products from the time such RMA Products are picked up at or shipped from Buyer, or Buyer’s customer premises for return delivery. If no such Defect is found, Buyer shall reimburse Xxxxxxxx for all reasonable fees, costs and expenses incurred to analyze and, if requested by Buyer, replace the non-defective RMA Product and Buyer shall bear responsibility for (1) all transportation costs to and from Xxxxxxxx’x designated facility, (2) the price of the Product found to be conforming, and (3) the price of the replacement Product (if any)Supplier.