Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
Appears in 10 contracts
Samples: Plan Checking Services Agreement, Standard Agreement, Structural Engineering Services
Acceptance of Deliverables. A. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3.
Appears in 9 contracts
Samples: Construction Inspection Services, Consultant Services Agreement, Materials Testing & Special Inspection Services Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide written notice to University upon full and complete installation of the State’s Project Manager with a completed Acceptance and Signoff Form Deliverables. Within fifteen (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B 15) calendar days after receipt of this articlesuch notice, as appropriate, University shall perform tests to determine whether the acceptability of Deliverables meets the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as specifications and performance standards set forth in this articleAgreement. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant University agrees that its acceptance criteria shall be limited to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materialsthe specifications or performance standards set forth in Exhibit A and Exhibit B, and features required by [shall not or shall] include the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision operation or performance of the Work, the currently generally accepted industry standardDeliverables in conjunction with any of University’s existing equipment which does not constitute Deliverables. Contractor University shall provide written notice to Contractor of the Deliverable to results of such testing and whether or not the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable Deliverables perform in accordance with the Criteriaspecifications or performance standards set out in Exhibits A and B, within fifteen (15) calendar days after University completes the testing described in section 4.1. The State’s Project Manager At such time as University notifies Contractor under this Section 4 of its determination that the Deliverables perform in accordance with the specifications or performance standards set out in Exhibits A and B, the date of such notice shall assign be the Acceptance date of “Final Acceptance.” If the Deliverables do not perform as required by this Agreement, University shall provide written notice of non-acceptance to Contractor within fifteen (15) calendar days after University completes the testing described in section 4.1. Upon receipt of such notice of non-acceptance, Contractor shall, within a fifteen (15) calendar day period, replace, modify, or improve the Deliverables at Contractor's sole expense to ensure that the Deliverables perform as required under this Agreement. After such replacement, modification, or improvement, University shall conduct new acceptance tests within a fifteen (15) calendar day period and Signoff Form provide written notice to notify Contractor of the Deliverable’s acceptabilityresults of such testing within seven (7 ) calendar days after the fifteen (15) calendar day testing period. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure Failure of the Deliverable as measured against Deliverables to materially meet the Criteriaspecifications and performance standards after the second set of acceptance tests shall constitute a default by Contractor, unless such failure is due to the negligence or intentional misconduct of University. If Upon such default, University may require Contractor to remove the State rejects Deliverables at Contractor's sole expense and require Contractor to refund to University all amounts paid by University under this Agreement. University and Contractor may also negotiate any other resolution mutually acceptable to the DeliverableParties. Upon delivery of the Deliverables to University, then Contractor agrees that University shall have a period license to use all Licensed Deliverables for the purpose of ten (10) Business Days from receipt evaluating and testing the Deliverables. Upon Final Acceptance of the Notice of rejection Deliverables by University, Contractor grants to correct University a license for all Licensed Deliverables on the stated failure(s) to conform to the Criteriaterms set forth Section 8.2.
Appears in 4 contracts
Samples: Equipment Purchase Agreement, Equipment Purchase Agreement, Equipment Purchase Agreement
Acceptance of Deliverables. A. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Work Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Work Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Work Order, or, if this Agreement lacks and the Work Order lack a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Work Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Work Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3...
Appears in 3 contracts
Samples: Standard Agreement, Standard Agreement, Standard Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Work Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Work Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Work Order, or, if this Agreement lacks and the Work Order lack a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Work Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Work Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3...
Appears in 3 contracts
Samples: Standard Agreement, Standard Agreement, Standard Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for (a) Clauses 5.5(b)-(d) apply to the sign-off acceptance review or testing of all Deliverables required and performed/submitted pursuant specified in a Statement of Work unless:
(i) the parties have agreed upon an alternative approach to this Agreement. Upon successful completion review or testing in the Statement of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form Work; or
(Exhibit E). The State’s Project Manager will ii) Extra Terms that apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability provision of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, Deliverables contain a different approach to review or testing that is expressed as prevailing over this clause 5.5; or
(iii) the parties agree that this clause 5.5 will not apply.
(b) The Purchasing Agency may, at its election, perform any review or testing it considers necessary to determine whether a Deliverable conforms to the requirements of the Subscription Agreement. The Purchasing Agency will have 10 Business Days from the date of supply of a Deliverable within which to perform such review or testing (the Initial Test Period). If a Deliverable does not conform to the requirements of the Subscription Agreement, the Purchasing Agency will deliver to you, on or before the expiration of the Initial Test Period, a written notice specifying each non-conformity in reasonable detail (a Non-Conformity Notice).
(c) You will correct, at no additional cost to the Purchasing Agency, the non-conformities stated in the Non-Conformity Notice within a reasonable period of time. After you make the relevant corrected Deliverable available to the Buyer, the Buyer will have 10 Business Days to re-review or re-test the Deliverable (Additional Test Period). If any dispute(s) resulting from such rejection(s) non-conformities remain, the process stated in this clause 5.5 will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant repeated to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features the extent reasonably required by the Purchasing Agency.
(d) The Purchasing Agency’s failure to deliver a Non-Conformity Notice prior to the expiration of the applicable Initial Test Period or Additional Test Period does not limit any other rights that the Purchasing Agency may have under the Subscription Agreement; and Technical accuracy: The Deliverable complied . You need to meet with the standards Purchasing Agency as stated in SOWs or as otherwise agreed and provide reports referred to in your Service Listings or Statements of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
Appears in 3 contracts
Samples: Collaborative Marketplace Agreement, Collaborative Marketplace Agreement, Collaborative Marketplace Agreement
Acceptance of Deliverables. (a) Delivery Responsibilities Unless otherwise specified by Huron Valley Schools, the following are applicable to all deliveries:
(i) The State’s Project Manager shall be Contractor is responsible for delivering the sign-off deliverable(s) by the applicable delivery date to the location(s) specified in the SOW or individual Purchase Order.
(ii) The Contractor must ship the deliverable(s) "F.O.B. Destination, within Government Premises."
(iii) Huron Valley Schools will examine all packages at the time of delivery. The quantity of packages delivered must be recorded and any obvious visible or suspected damage must be noted at the time of delivery using the shipper's delivery document(s) and appropriate procedures to record the damage.
(b) Process for Acceptance of Deliverable(s) Huron Valley Schools review period for acceptance of the deliverable(s) is governed by the applicable Statement of Work, and if the Statement of Work does not specify Huron Valley Schools review period, it is by default 30 days for a deliverable (Huron Valley Schools Review Period). Huron Valley Schools will notify the Contractor by the end of Huron Valley Schools Review Period that either:
(i) the deliverable is accepted in the form delivered by the Contractor;
(ii) the deliverable is accepted, but noted deficiencies must be corrected; or
(iii) the deliverable is rejected along with notation of any deficiencies that must be corrected before acceptance of the deliverable. If Huron Valley Schools delivers to the Contractor a notice of deficiencies, the Contractor will correct the described deficiencies and within 30 Days resubmit the deliverable(s) with an explanation that demonstrates all Deliverables required and performed/submitted pursuant corrections have been made to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit Eoriginal deliverable(s). The State’s Project Manager Contractor's correction efforts will apply be made at no additional charge. Upon receipt of a corrected deliverable from the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B Contractor, Huron Valley Schools will have a reasonable additional period of this articletime, as appropriatenot to exceed 30 Days, to determine accept the acceptability corrected deliverable.
(c) Acceptance of Deliverable(s)
(i) Huron Valley Schools obligation to comply with any Huron Valley Schools Review Period is conditioned on the timely delivery of the Deliverable provided by Contractordeliverable(s). If Huron Valley Schools Review Period will begin on the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from first business day following Huron Valley Schools receipt of the Notice deliverable(s).
(ii) Huron Valley Schools may inspect the deliverable to confirm that all components have been delivered without material deficiencies. If Huron Valley Schools determines that the deliverable or one of rejection its components has material deficiencies, Huron Valley Schools may reject the deliverable without performing any further inspection or testing.
(iii) Huron Valley Schools will only approve a deliverable after confirming that it conforms to and performs according to its specifications without material deficiency. Huron Valley Schools may, in its discretion, conditionally approve a deliverable that contains material deficiencies if Huron Valley Schools elects to permit the Contractor to correct those deficiencies post-approval. The Contractor remains responsible for working diligently to correct within a reasonable time at the stated failure(sContractor's expense, all deficiencies in the deliverable that remain outstanding at the time of Huron Valley Schools approval.
(d) If, after three opportunities the Contractor is unable to conform correct all deficiencies, Huron Valley Schools may: (i) demand that the Contractor cure the failure and give the Contractor additional time to do so at the sole expense of the Contractor; (ii) keep the Contract in force and perform, either itself or through other parties, whatever the Contractor has failed to do, and recover the difference between the cost to cure the deficiency and the Contract price plus an additional amount equal to 10% of Huron Valley Schools cost to cure the deficiency; or (iii) fully or partially terminate the Contract for default by giving notice to the CriteriaContractor. Notwithstanding the foregoing, Huron Valley Schools cannot use, as a basis for exercising its termination rights under this Section, deficiencies discovered in a repeat Huron Valley Schools Review Period that could reasonably have been discovered during a prior Huron Valley Schools Review Period.
Appears in 2 contracts
Samples: Master Agreement, Master Agreement
Acceptance of Deliverables. A. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3.
Appears in 2 contracts
Acceptance of Deliverables. The State’s Project Manager Upon delivery of each Deliverable to CyberHeart, CyberHeart shall be responsible for assess whether the sign-off acceptance Deliverables materially conform to the applicable part of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D Specifications and the acceptance criteria set forth in subparagraph B Statement of this article, as appropriate, to determine the acceptability of the Deliverable provided by ContractorWork. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor CyberHeart shall have a period of ten thirty (1030) Business Days from receipt business days to accept or reject each Deliverable after delivery, or such longer period as is reasonable under the circumstances. If written notice of rejection is not received by Accuray within such thirty (30) business days after delivery of the Notice applicable Deliverable (or such longer time as is reasonable under the circumstances), the Deliverable shall be deemed accepted. Notwithstanding the foregoing, if more time is needed to complete any reasonable evaluation and/or testing of the Deliverables (such as in the case of CyberHeart performing field trials and/or testing), and CyberHeart provides Accuray with notice during such thirty (30) business day period of the need for additional time, then such time period for acceptance or rejection shall be reasonably extended sufficient to correct allow completion of the stated failure(s) to desired evaluations and testing. In the event that a Deliverable does not materially conform to the CriteriaSpecifications or Statement of Work (such nonconformance shall be referred to as “Deficiencies”), CyberHeart may reject the Deliverable and provide written notice to Accuray which notice shall provide a reasonable description of why CyberHeart believes that the Deliverable did not comply with the Specification or Statement of Work. Accuray shall review such description within five (5) business days after receipt of such notice. If Accuray disagrees with CyberHeart’s reason(s) for such rejection, the matter shall be submitted for resolution in accordance with the procedures set forth in Article 16. If Accuray agrees with CyberHeart’s reason(s) for such rejection, Accuray shall, within twenty (20) business days after receiving each report regarding Deficiencies, or if the Parties agree in writing to a different time period, upon such time as has been agreed to by the Parties, correct the Deficiencies so that the Deliverable materially conforms to the applicable part of the Specifications or Statement of Work. CyberHeart agrees to cooperate reasonably with Accuray in Accuray’s efforts to diagnose and correct any Deficiencies. The procedure in this Section 3.6 shall be repeated with respect to a revised Deliverable to determine whether it is acceptable to CyberHeart, unless and until CyberHeart expressly indicates in its Deficiency notice that it is issuing final rejection of the revised Deliverable after rejecting the Deliverable on at least two (2) prior occasions or otherwise terminates the Development Services under the Statement of Work. If CyberHeart issues a final rejection of the revised Deliverable pursuant to this Section 3.6, Accuray shall return any and all compensation previously paid by CyberHeart to Accuray for the nonconforming Deliverable(s) and for the applicable Statement of Work. Notwithstanding the above, Accuray shall not be required to return any payments for previously accepted Deliverables, or to the extent that the Statement of Work identifies separate payments for conforming components of rejected Deliverables, for such conforming components.
Appears in 1 contract
Acceptance of Deliverables. During the execution of the FWC, the format of possible deliverables can vary considerably and will be specified in the specific contracts. The Statedeliverables are typically of the following nature: (Raw) Data Test protocols and guidelines Documents and reports of analysis made The template that can be used during the execution of the FWC for the document deliverables will be agreed at the specific contract level. All deliverables shall undergo thorough reviews and/or verification by the contractor before being released to the Agency for acceptance. Each deliverable will be assessed to verify that it conforms to the description of work. Only deliverables that are approved by the contractor’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(sor equivalent role) will be resolved as set forth in this article. Acceptance Criteria formally released and then become available for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, review and features required acceptance by the AgreementAgency. If not specified otherwise in a specific contract, when a deliverable is submitted to the Agency for acceptance, a review cycle of T1/T2/T3/T4 will apply, where: • T1 refers to the number of working days needed by the Agency to review the deliverable and provide the contractor with comments on the deliverable. • T2 refers to the number of working days allotted to the contractor to provide its position to the comments raised by the Agency. This position will be flagged by the contractor using the following status: o “To be implemented”; and Technical accuracy: The Deliverable complied o “To be discussed”; o “No action” with the standards appropriate justification. “No action” refers to comments that do not impose any action to be taken by the tenderer. Comments on which the position of this Agreement, or, if this Agreement lacks contractor is "To be discussed" or on which the Agency does not agree with the given position will be discussed during a standard for provision review meeting. A meeting decision ("No Action" or "To be implemented") will be made and recorded in the meeting minutes made by the contractor. • T3 refers to the number of working days allotted to the contractor to implement the meeting decisions and send an updated version of the Workdeliverable. • T4 refers to the number of working days needed by the Agency to verify the correct implementation of the reviewers' remarks. The contractor must take into account the expected acceptance time when planning the project deliverables. The Agency can reject a deliverable by interrupting the review cycle when there is evidence that the quality of the deliverable is too low or when there is evidence that the objective of the deliverable is missed. No deliverable is accepted by default. When the responsibility of a delay in the review process is clearly identified on the Agency side, the currently generally accepted industry standardcontractor must alert the Agency. Contractor After T4, the Agency will accept the deliverable only when all meeting decisions have been implemented successfully. In any other situation the Agency may reject the deliverable or ask the contractor to resume from T3. The default review cycle for a deliverable is as follows4: • T1: max 15 working days; • T2: max 6 working days; • T3: max 6 working days; • T4: max 10 working days. Following successful review cycle, the Agency will issue an acceptance of deliverable. In case of late delivery, liquidated damages shall provide the Deliverable to the State, apply in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor Article II.15 of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the CriteriaFWC.
Appears in 1 contract
Samples: Multiannual Framework Contract
Acceptance of Deliverables. Customer will designate one or more persons ("Acceptor") to (i) accept or reject Deliverables (in whole or in part) and (ii) communicate Customer's comments, objections or responses concerning any Deliverable, testing, review or prototype demonstration. The State’s following procedures will apply upon delivery of a Deliverable for which acceptance criteria or acceptance tests are specified in the Project Manager shall documents or otherwise agreed to in writing or in any applicable SOW:
3.6.1 Completion criteria for Deliverables will be responsible for mutually developed and agreed to in the sign-off Project documents or relevant Statement of Works or Statement(s) of Work. To the extent practicable, acceptance criteria will be objective, measurable and repeatable tests that are based upon Customer's anticipated production use of all Deliverables required the Deliverables.
3.6.2 In the case of components of a Deliverable consisting of documentation ("Documentary Deliverables"), the Acceptor will review the Deliverable and performed/submitted pursuant make any comments, objection or responses prior to this Agreementthe expiration of the applicable Review Period. Upon successful completion In the case of hardware, software or infrastructure components of a Deliverable, Contractor shall Service Provider will conduct the acceptance tests as prescribed in the relevant documents (approved by Customer) after giving Customer appropriate notice and an opportunity to observe the acceptance tests. Service Provider will provide the State’s Project Manager Acceptor with a completed Acceptance and Signoff Form (Exhibit E). any documentation or other record of the results of such acceptance tests.
3.6.3 The State’s Project Manager Acceptor will apply review the standards established in Exhibit D Documentary Deliverables and the record or results of acceptance criteria set forth tests for other Deliverables within the periods after receipt specified in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables relevant documents (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement"Review Periods"), or, if this Agreement lacks a standard for provision of the Workno such Review Period has been specified, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of within ten (10) Business Days from business days after receipt failing which acceptance shall be deemed . Prior to the end of the Notice relevant Review Period, the Acceptor will deliver to Service Provider either (i) written acceptance of rejection to correct the stated failure(srelevant Deliverable or (ii) a written response specifying in detail how the Deliverable fails to conform to the Criteriaapplicable acceptance criteria.
3.6.4 In the event the Acceptor notifies Service Provider in writing that all or any part of a Deliverable is unacceptable, Service Provider will modify and return to Customer the entire Deliverable for review of the modified portions within thirty (30) business days (or such longer or shorter period as may be agreed for a particular Project). If and to the extent that any deficiencies remain, these procedures may be repeated as necessary to correct the deficiencies that remain (or others revealed by further testing or review after corrective work). Upon review and approval of the corrected Deliverable by the Acceptor, the Deliverable will be considered accepted.
Appears in 1 contract
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables Deliverables, including Modular Building Units, required and performed/submitted provided pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Work Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Work Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Work Order, or, if this Agreement lacks and the Work Order lack a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Work Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Work Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3...
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. A. The StateAOC’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the StateAOC’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The StateAOC’s Project Manager will apply the standards established in Exhibit D and the authorized Task Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the StateAOC’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Task Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Task Order, or, if this Agreement lacks and the Task Order lack a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the StateAOC, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Task Order. The State AOC shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The StateAOC’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State AOC rejects the Deliverable provided, the StateAOC’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State AOC rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the AOC’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the AOC may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the AOC may terminate this Agreement, or the individual Task Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3.
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. The State’s Project Manager
3.1 If the Supplier provides defined Deliverables under a Work Order, such Deliverables shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required accepted by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable Customer in accordance with the Criteria. The State’s Project Manager following provisions:
3.2 Unless otherwise agreed in the applicable Work Order, the Customer shall assign have 10 Business Days following the Acceptance and Signoff Form date on which the Deliverables were provided to notify Contractor it by the Supplier to complete the testing or review of the Deliverable’s acceptabilityDeliverables (the “Acceptance Period”). If the State rejects test or review reveals that the Deliverable providedDeliverables materially conform to the acceptance criteria defined in the Work Order, the State’s Project Manager Customer shall submit to Contractor’s Project Manager a written rejection describing in detail the failure immediately declare acceptance of the Deliverable as measured against the CriteriaDeliverables in writing (“Acceptance”). If the State rejects test or review establishes that the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to Deliverables do not materially conform to the Criteriaacceptance criteria, the Customer shall immediately notify the Supplier and the Supplier shall, within a reasonable time period, modify the Deliverables to make them conform to the acceptance criteria.
3.3 If no written notification of a material non-conformance with the acceptance criteria is received by the Supplier within the Acceptance Period or if the Deliverables are utilized for purposes other than testing or reviewing by the Customer, the Deliverables shall be deemed accepted by the Customer.
3.4 If the Customer notifies the Supplier in writing of any material non-conformance with the acceptance criteria in the Deliverables and if the Supplier is unable to remedy such material non-conformance despite several attempts (each within a reasonable cure period) to do so, the Customer’s sole and exclusive remedy shall be to reject the defective Deliverables in writing and to recover from the Supplier the amount paid by the Customer to the Supplier for the defective Deliverable upon return of the defective Deliverable to the Supplier.
3.5 Unless explicitly agreed otherwise in the applicable Work Order, the provisions of this Section 3 shall only be applicable to Fixed Price Services. Time and Material Services as well as software maintenance and/or support services shall not be subject to Acceptance, i.e. they shall be deemed accepted upon delivery.
Appears in 1 contract
Acceptance of Deliverables. (a) Delivery Responsibilities Unless otherwise specified by Huron Valley Schools, the following are applicable to all deliveries:
(i) The State’s Project Manager shall be Contractor is responsible for delivering the sign-off deliverable(s) by the applicable delivery date to the location(s) specified in the SOW or individual Purchase Order.
(ii) The Contractor must ship the deliverable(s) "F.O.B. Destination, within Government Premises."
(iii) Huron Valley Schools will examine all packages at the time of delivery. The quantity of packages delivered must be recorded and any obvious visible or suspected damage must be noted at the time of delivery using the shipper's delivery document(s) and appropriate procedures to record the damage.
(b) Process for Acceptance of Deliverable(s) Huron Valley Schools review period for acceptance of the deliverable(s) is governed by the applicable Statement of Work, and if the Statement of Work does not specify Huron Valley Schools review period, it is by default 30 days for a deliverable (Huron Valley Schools Review Period). Huron Valley Schools will notify the Contractor by the end of Huron Valley Schools Review Period that either:
(i) the deliverable is accepted in the form delivered by the Contractor;
(ii) the deliverable is accepted, but noted deficiencies must be corrected; or
(iii) the deliverable is rejected along with notation of any deficiencies that must be corrected before acceptance of the deliverable. If Huron Valley Schools delivers to the Contractor a notice of deficiencies, the Contractor will correct the described deficiencies and within 30 Days resubmit the deliverable(s) with an explanation that demonstrates all Deliverables required and performed/submitted pursuant corrections have been made to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit Eoriginal deliverable(s). The State’s Project Manager Contractor's correction efforts will apply be made at no additional charge. Upon receipt of a corrected deliverable from the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B Contractor, Huron Valley Schools will have a reasonable additional period of this articletime, as appropriatenot to exceed 30 Days, to determine accept the acceptability corrected deliverable.
(c) Acceptance of Deliverable(s)
(i) Huron Valley Schools obligation to comply with any Huron Valley Schools Review Period is conditioned on the timely delivery of the Deliverable provided by Contractordeliverable(s). If Huron Valley Schools Review Period will begin on the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from first business day following Huron Valley Schools receipt of the Notice deliverable(s).
(ii) Huron Valley Schools may inspect the deliverable to confirm that all components have been delivered without material deficiencies. If Huron Valley Schools determines that the deliverable or one of rejection its components has material deficiencies, Huron Valley Schools may reject the deliverable without performing any further inspection or testing.
(iii) Huron Valley Schools will only approve a deliverable after confirming that it conforms to and performs according to its specifications without material deficiency. Huron Valley Schools may, in its discretion, conditionally approve a deliverable that contains material deficiencies if Huron Valley Schools elects to permit the Contractor to correct those deficiencies post-approval. The Contractor remains responsible for working diligently to correct within a reasonable time at the stated failure(sContractor's expense, all deficiencies in the deliverable that remain outstanding at the time of Huron Valley Schools approval.
(d) If, after three opportunities the Contractor is unable to conform correct all deficiencies, Huron Valley Schools may: (i) demand that the Contractor cure the failure and give the Contractor additional time to do so at the sole expense of the Contractor; (ii) keep the Contract in force and perform, either itself or through other parties, whatever the Contractor has failed to do, and recover the difference between the cost to cure the deficiency and the Contract price plus an additional amount equal to 10% of Huron Valley Schools cost to cure the deficiency; or (iii) fully or partially terminate the Contract for default by giving notice to the CriteriaContractor. Notwithstanding the foregoing, Huron Valley Schools cannot use, as a basis for exercising its termination rights under this Section, deficiencies discovered in a repeat Huron Valley Schools Review Period that could reasonably have been discovered during a prior Huron Valley Schools Review Period.
(iv) Huron Valley Schools, at any time and in its reasonable discretion, may reject the deliverable without notation of all deficiencies if the acceptance process reveals deficiencies in a sufficient quantity or of a sufficient severity that renders continuing the process unproductive or unworkable.
Appears in 1 contract
Samples: Master Agreement
Acceptance of Deliverables. The State’s Project Manager GTS shall deliver each Deliverable at the time and in the manner specified under this Section and the SOW. Each Deliverable comprised of or containing Developed Work will be responsible subject to acceptance testing by Customer to verify that the Deliverable satisfies the criteria for acceptance mutually agreed to by Customer and GTS in the sign-off acceptance SOW. At such time as GTS first offers the applicable Deliverable to Customer for acceptance, GTS shall provide written notice of all Deliverables required and performed/submitted pursuant completion to this AgreementCustomer (the “Completion Acknowledgement”). Upon successful completion receipt of a Deliverablethe Completion Acknowledgement, Contractor Customer shall provide the State’s Project Manager with a completed Acceptance and Signoff Form have seven (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the 7) business days to complete such acceptance criteria set forth in subparagraph B of this article, testing as appropriate, Customer desires to determine the acceptability functionality, performance and conformance of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the Statespecifications contained in the Statement of Work. In the event of any dispute between Customer and GTS, the failure of Customer to perform such tests shall preclude Customer from raising issues of functionality, performance and nonconformance to the specifications established in accordance the SOW. Within seven (7) business days after receipt of the Completion Acknowledgement, Customer may give GTS a written letter specifying any deficiencies in the Deliverable (the “Deficiencies”). Such letter shall specify the particular criteria or requirement(s) detailed in the SOW, with direction from which the Project Manager Deliverable does not comply. In the event of any alleged Deficiencies, GTS shall proceed in a commercially reasonable manner to correct at its own expense such Deficiencies, if they so exist. After the Deficiencies have been corrected by GTS and subsequent notice is given to Customer, Customer may again run such acceptance tests as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered it desires and thereupon deliver to GTS a list of any additional Deficiencies within seven (7) business days of such subsequent notice. If Customer (a) begins use of the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form a production environment before acceptance, or (b) fails to notify Contractor GTS of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure its acceptance or non-acceptance within seven (7) business days of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection Completion Acknowledgement, Customer shall be deemed to correct have accepted the stated failure(s) to conform to the CriteriaDeliverable and shall have no further recourse under this Section.
Appears in 1 contract
Samples: Services Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Work Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Work Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Work Order, or, if this Agreement lacks and the Work Order lack a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Work Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. The State’s Project Manager ARC shall deliver each Deliverable at the time and in the manner specified under this Section and the SOW. Each Deliverable comprised of or containing Developed Work will be responsible subject to acceptance testing by Customer to verify that the Deliverable satisfies the criteria for acceptance mutually agreed to by Customer and ARC in the sign-off acceptance SOW. At such time as ARC first offers the applicable Deliverable to Customer for acceptance, ARC shall provide written notice of all Deliverables required and performed/submitted pursuant completion to this AgreementCustomer (the “Completion Acknowledgement”). Upon successful completion receipt of a Deliverablethe Completion Acknowledgement, Contractor Customer shall provide the State’s Project Manager with a completed Acceptance and Signoff Form have seven (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the 7) business days to complete such acceptance criteria set forth in subparagraph B of this article, testing as appropriate, Customer desires to determine the acceptability functionality, performance and conformance of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the Statespecifications contained in the Statement of Work. Within seven (7) business days after receipt of the Completion Acknowledgement, Customer may give ARC a written letter specifying any deficiencies in accordance the Deliverable (the “Deficiencies”). Such letter shall specify the particular criteria or requirement(s) detailed in the SOW, with direction from which the Project Manager Deliverable does not comply. In the event of any alleged Deficiencies, ARC shall proceed in a commercially reasonable manner to correct at its own expense such Deficiencies, if they so exist. After the Deficiencies have been corrected by ARC and subsequent notice is given to Customer, Customer may again run such acceptance tests as provided it desires and thereupon deliver to ARC a list of any additional or non-corrected Deficiencies within seven (7) business days of such subsequent notice and at Customer’s discretion, Customer may terminate all or part of the Purchase Order for in Exhibit D. The State the Deliverables. In the event Customer elects to terminate the Purchase Order or a portion thereof, ARC shall accept reimburse Customer all payments made by Customer for the deficient Deliverable, provided that Contractor has delivered including but not limited to the cost to return the Deliverable to ARC. If Customer (a) begins use of the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form a production environment before acceptance, or (b) fails to notify Contractor ARC of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure its acceptance or non-acceptance within seven (7) business days of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection Completion Acknowledgement, Customer shall be deemed to correct have accepted the stated failure(s) to conform to the CriteriaDeliverable and shall have no further recourse under this Section.
Appears in 1 contract
Samples: Services Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant (a) As soon as a Party that is obligated to provide a deliverable under this Agreement. Upon successful completion , including under the Statement of Work, (an “Obligated Party”) believes it has completed a Deliverabledeliverable for which it is responsible under the Statement of Work (and that such deliverable meets all applicable agreed-upon specifications and acceptance criteria), Contractor shall the Obligated Party will provide such deliverable to the State’s Project Manager other Party (a “Recipient Party”) for acceptance testing and evaluation, together with a completed Acceptance qualification report, if appropriate, documenting that the deliverable meets the agreed upon specifications and Signoff Form (Exhibit E)acceptance criteria. The State’s Project Manager Recipient Party will apply the standards established in Exhibit D then, within seven (7) days after receipt of such deliverable and the corresponding qualification report (the “Acceptance Period”) test, evaluate and determine whether the deliverable and qualification results meet the agreed-upon specifications and acceptance criteria set forth in subparagraph B the Statement of this articleWork.
(b) With respect to any deliverable provided hereunder, as appropriate, to determine the acceptability a Recipient Party will: (i) issue a written notice of acceptance (an “Acceptance Notice”); (ii) issue a written notice of rejection that includes a detailed description of the Deliverable provided by Contractor. If non-conformance, acceptance criteria not fulfilled and/or other reasons why the State’s Project Manager rejects deliverable is not reasonably acceptable to such Recipient Party (a “Rejection Notice”); or (iii) issue a written notice that additional time is needed for evaluation in which case the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) Acceptance Period will be resolved as set forth in this articleprolonged accordingly (an “Extension Notice”). Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have An Extension Notice may not seek a period of extension for rejection or acceptance greater than ten (10) Business Days from receipt days past the original Acceptance Period, unless agreed to in writing by the Obligated Party. If the Recipient Party issues an Extension Notice or fails to respond by the end of the Notice Acceptance Period, the schedule for any other deliverables that are dependent upon the timely acceptance of rejection the first deliverable will be delayed, on a day-by-day basis, to correct reflect the stated failure(s) actual delay in acceptance for the first deliverable. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to conform to Rule 24b-2 of the CriteriaSecurities Exchange Act of 1934, as amended.
Appears in 1 contract
Samples: Technology License Agreement (Leapfrog Enterprises Inc)
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet
Appears in 1 contract
Samples: Consulting Services Agreement
Acceptance of Deliverables. A. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Work Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Work Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Work Order, or, if this Agreement lacks and the Work Order lack a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Work Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Work Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3.
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Task Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Task Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Task Order, or, if this Agreement lacks and the Task Order lack a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Task Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Task Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3...
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. A. The State’s Project Manager shall be responsible for the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide the State’s Project Manager with a completed Acceptance and Signoff Form (Exhibit EG). The State’s Project Manager will apply the standards established in Exhibit D and the authorized Task Order and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. .
B. Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the AgreementAgreement and the Task Order; and Technical accuracy: The Deliverable complied with the standards of this AgreementAgreement and the Task Order, or, if this Agreement lacks and the Task Order lack a standard for provision of the Work, the currently generally accepted industry standard. .
C. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. D and the authorized Task Order. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor of the Deliverable’s acceptability. .
D. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.
E. If a resolution of the dispute is not reached between the State’s Project Manager and Contractor’s Project Manager as to the Deliverable’s acceptability, a principal of the Contractor and the Administrative Director of the AOC, or its designee, shall meet to discuss the problem. If agreement cannot be reached, in the reasonable judgment of the Administrative Director of the AOC, or its designee, and/or the Contractor fails to cure such deficiencies that are perceived in the Deliverable to the reasonable satisfaction of the Administrative Director, or its designee, in the reasonable time established by the Administrative Director, the State may reject the Deliverable and will notify Contractor in writing of such action and the reason(s) for so doing. Upon rejection of the Deliverable, the State may terminate this Agreement, or the individual Task Order applicable to said Deliverable, pursuant to the terms of Exhibit A - Standard Provisions article 3...
Appears in 1 contract
Samples: Standard Agreement
Acceptance of Deliverables. The State’s Project Manager shall a) All Deliverables require formal acceptance by the Office. Formal acceptance will be responsible for accomplished by the sign-off acceptance of all Deliverables required Office confirming in writing that the Deliverable meets its specifications, and performed/submitted pursuant according to this Agreement. Upon successful completion the following terms:
1) For Written Deliverables, Acceptance of a DeliverableDeliverable by the Office takes place when the Office has notified the Contractor of such acceptance by issuing a Final Acceptance notification in writing.
2) For Operational Deliverables, Contractor shall provide Acceptance by the State’s Project Manager with Office takes place after the Deliverable has operated in a completed Acceptance and Signoff Form production environment without material defect for a period of thirty (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D 30) days and the Office has notified the Contractor of such acceptance criteria set forth by issuing a Final Acceptance notification in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractorwriting. If the State’s Project Manager rejects Office elects to defer placing an Operational Deliverable into live production for its own reasons, not based on concerns about outstanding material deficiencies in the Operational Deliverable, the parties agree to any dispute(s) resulting from such rejection(s) will be resolved as set forth in this article. Office may nevertheless grant Final Acceptance Criteria for Deliverables (“Criteria”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the applicable Operational Deliverable in accordance with the CriteriaProject Schedule as amended from time to time.
3) For Prepared Software Deliverables, acceptance occurs after Acceptance Testing but before the Deliverable has been put into production (Interim Acceptance) and the Office has notified the Contractor of such acceptance in writing. The Stateapproval notice of an Interim Deliverable shall describe the additional steps (in addition to operation in full production for the period identified herein)i that must be successfully completed to achieve Final Acceptance. Interim Acceptance shall be considered provisional for invoicing and payment. Interim Acceptance shall not preclude the Office from later identifying deficiencies and declining to provide Final Acceptance on that basis. Further, prior Interim or Final Acceptance of a Deliverable shall not preclude the Office from later declining to accept a subsequent Deliverable that does not operate properly due to defects in the prior Accepted Deliverable. In this case, the prior Accepted Deliverable must be corrected prior to acceptance of the subsequent Deliverable.
b) The Contractor will be responsible for correcting all deficiencies in the Deliverable within a reasonable time and at the Contractor’s Project Manager expense. The Office may, at its sole discretion, choose to provide Interim Acceptance of a Deliverable where deficiencies still exist, provided the Office is reasonably assured of the Contractor’s diligent efforts to correct remaining deficiencies in a timely manner.
c) If, after three (3) opportunities (the original and two repeat efforts), the Contractor is unable to correct all deficiencies preventing Office acceptance of a Deliverable, the Office may:
(1) demand that the Contractor cure the failure and give the Contractor additional time to cure the failure at the sole expense of the Contractor; or
(2) keep this Contract in force and, either by itself or through other parties, correct the remaining deficiencies in the Deliverable. In this event the Contractor shall assign bear the cost of any expenditure the Office incurs beyond the contract price for such Deliverable and will pay the Office. This amount will be deducted from any future payments made by the Office to the Contractor; or
(3) terminate this Contract for default or material breach, either in whole or in part by notice to the Contractor (and without need to afford the Contractor any further opportunity to cure).
d) After the Contractor submits the Operational Deliverables to the Office for Interim Approval (including for User Acceptance Testing), the Office may, at any time and Signoff Form at its discretion and at no additional cost, halt the UAT or acceptance process if such test or process reveals deficiencies in or problems with a Deliverable. In such case, the Office may return the applicable Deliverable to notify the Contractor for correction and re-delivery prior to resuming the review or UAT process and, in that event, the Contractor will correct the deficiencies in such Deliverable and re-submit the Deliverable for approval after such deficiencies are resolved.
e) Numerous Deliverables require the Office’s approval. Unless otherwise authorized if the Contractor proceeds with a subsequent task before a Deliverable is approved, this work is performed at the Contractor’s risk and expense.
f) The Office reserves the right, based on the DAC criteria, to require the Contractor to revise Deliverables previously approved, at no additional cost to the Office, or reject current Deliverables, based on inconsistency.
g) After a Deliverable has been submitted, if subsequent work invalidates some or all of the Deliverable’s acceptabilitycontents, the Contractor must update the Deliverable and resubmit it. Updates of deliverables that were originally subject to the Office’s approval are also subject to approval.
h) Upon approval of a Deliverable, the Office will send formal notice to the Contractor. A copy of the approval notice for each Deliverable must be submitted with the applicable invoice to receive payment. The Office will not process invoices that do not include the Deliverable approval letter(s) for payment. Invoices may be submitted according to the dates and phase gates agreed to in the project schedule.
i) The Office shall not unreasonably delay or withhold acceptance of project Deliverables. Any Interim or Final Acceptance or Change Order that remains unapproved for five (5) business days shall be advanced according to subsection 4.4.2 (i) or to a supervisor/team leader/Contract Manager with written comment on impact of approval delay, if any. If not resolved within 10 business days, will be thereafter escalated according to sections 8.3 and 20 of the Contract. In the event a review of such Change Order determines the delay is caused by State rejects the Deliverable provideddelay, the State’s Project Manager shall submit Contractor will be entitled to Contractor’s Project Manager seek a written rejection describing in detail the failure schedule extension and extension of the date any liquidated damages may apply for the next Major Deliverable as measured against by the Criteria. If the number of days of State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection to correct the stated failure(s) to conform to the Criteria.delay that are substantiated
Appears in 1 contract
Samples: Standard Contract
Acceptance of Deliverables. The State’s Project Manager 4.1 EPI-USE shall be responsible for provide Client with written notice (“Notice of Completion”) upon the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide Deliverable that the State’s Project Manager Deliverable has been provided to Client in accordance with a completed Acceptance the requirements and Signoff Form specification for such Deliverable (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D “Specification”) and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s(“Acceptance Criteria”) resulting from such rejection(s) will be resolved as set forth in this article. Acceptance Criteria for Deliverables the applicable Statement of Work Client shall have five (5) Working Days, or such period set forth in the corresponding Statement of Work (“CriteriaAcceptance Period”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor date of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection Completion in which to inspect such Deliverable and either accept such Deliverable or provide written notice to EPI-USE (“Notice of Defect”) of any Deliverable that it believes does not meet the Specifications (“Defect”). The Notice of Defect shall identify the Deliverable and clearly state in reasonable detail the claimed Defect. Client must have a reasonable basis for all claimed Defects. Deliverables shall be accepted by Client upon written acceptance by Client to EPI-USE (“Final Acceptance”). In the event that Client does not provide either a Notice of Defect or written Acceptance of the Deliverable within Five (5) Working Days, the Deliverable will be deemed Accepted. EPI-USE shall correct any Defect and resubmit a Notice of Completion to Client for a further Acceptance Period in accordance with this Section 4, being five (5) Working Days or the relevant Acceptance Period as stated failure(sin the applicated Statement of Work. Should a Deliverable not have been accepted by Client after two (2) Notices of Completion have been submitted to conform Client for that Deliverable, Client will have the right to elect:
4.2 that the Criteriacorrection of the Defect and resulting Acceptance Period is repeated. Should a Deliverable not be accepted by Client after the Acceptance Period being repeated under this Section 4, Client shall have the right to elect the options under Section 4.3 or 4.4 below;
4.3 to accept the relevant Deliverable subject to a change of the Specification and reduction of the Fees as is reasonable and as reasonably agreed between the Parties; or
4.4 to enter the Dispute Settlement Process specified in section 18.
Appears in 1 contract
Samples: Master Services Agreement
Acceptance of Deliverables. The State’s Project Manager 4.1 EPI-USE shall be responsible for provide Client with written notice (“Notice of Completion”) upon the sign-off acceptance of all Deliverables required and performed/submitted pursuant to this Agreement. Upon successful completion of a Deliverable, Contractor shall provide Deliverable that the State’s Project Manager Deliverable has been provided to Client in accordance with a completed Acceptance the requirements and Signoff Form specification for such Deliverable (Exhibit E). The State’s Project Manager will apply the standards established in Exhibit D “Specification”) and the acceptance criteria set forth in subparagraph B of this article, as appropriate, to determine the acceptability of the Deliverable provided by Contractor. If the State’s Project Manager rejects the Deliverable, the parties agree to any dispute(s(“Acceptance Criteria”) resulting from such rejection(s) will be resolved as set forth in this articlethe applicable Statement of Work. Acceptance Criteria for Deliverables Client shall have five (5) Working Days, or such period set forth in the corresponding Statement of Work (“CriteriaAcceptance Period”) provided by Contractor pursuant to this Agreement include: Timeliness: The Work was provided on time; according to schedule; Completeness: The Deliverable contained all of the, Data, Materials, and features required by the Agreement; and Technical accuracy: The Deliverable complied with the standards of this Agreement, or, if this Agreement lacks a standard for provision of the Work, the currently generally accepted industry standard. Contractor shall provide the Deliverable to the State, in accordance with direction from the Project Manager and as provided for in Exhibit D. The State shall accept the Deliverable, provided that Contractor has delivered the Deliverable in accordance with the Criteria. The State’s Project Manager shall assign the Acceptance and Signoff Form to notify Contractor date of the Deliverable’s acceptability. If the State rejects the Deliverable provided, the State’s Project Manager shall submit to Contractor’s Project Manager a written rejection describing in detail the failure of the Deliverable as measured against the Criteria. If the State rejects the Deliverable, then Contractor shall have a period of ten (10) Business Days from receipt of the Notice of rejection Completion in which to inspect such Deliverable and either accept such Deliverable or provide written notice to EPI-USE (“Notice of Defect”) of any Deliverable that it believes does not meet the Specifications (“Defect”). The Notice of Defect shall identify the Deliverable and clearly state in reasonable detail the claimed Defect. Client must have a reasonable basis for all claimed Defects. Deliverables shall be accepted by Client upon written acceptance by Client to EPI-USE (“Final Acceptance”). In the event that Client does not provide either a Notice of Defect or written Acceptance of the Deliverable within Five (5) Working Days, the Deliverable will be deemed Accepted. EPI-USE shall correct any Defect and resubmit a Notice of Completion to Client for a further Acceptance Period in accordance with this Section 4, being five (5) Working Days or the relevant Acceptance Period as stated failure(sin the applicated Statement of Work. Should a Deliverable not have been accepted by Client after two (2) Notices of Completion have been submitted to conform Client for that Deliverable, Client will have the right to:
4.1.1 Elect for that the correction of the Defect and resulting Acceptance Period to be repeated. Should a Deliverable not be accepted by Client after the CriteriaAcceptance Period being repeated under this Section 4, Client shall have the right to elect the options under Section 4.1.2 or
4.1.3 below;
4.1.2 to accept the relevant Deliverable subject to a change of the Specification and reduction of the Fees as is reasonable and as reasonably agreed between the Parties; or
4.1.3 to enter the Dispute Settlement Process specified in section 18.
Appears in 1 contract
Samples: Master Services Agreement
