Default Acceptance a) If 3SBio is in default of its material obligations under this Agreement (including failure to meet Specifications), and/or 3SBio fails to perform an activity within the Program in accordance with the requirements in this Agreement (a “Default”), then Selecta, when Selecta has knowledge of a Default, and 3SBio, when 3SBio has knowledge of a Default, shall promptly notify the other Party in writing of any Default. If it is reasonably possible for 3SBio to cure the Default within [***] days of such written notice, then 3SBio shall cure such default as soon as reasonably possible, but within such [***] day period. If it is reasonably possible to cure the Default within such [***] day period, and such curable Default has not been cured within the [***] day period, or another period as mutually agreed in writing, Selecta may terminate this Agreement immediately upon written notice to 3SBio.
b) In case of a Default that is curable by re-performance of a (portion of) the Program, 3SBio will re-perform the non-conforming portions of the Program in accordance with the terms as set out in this Agreement (including the Specifications and the Scope), as soon as reasonably possible, with the understanding that 3SBio will use its best efforts to re-initiate such non-conforming portions within the [***]-day period following notice thereof, or, if applicable, in the first available slot in 3SBio’s production schedule. If 3SBio repeats the non-conforming portions of the Program in order to cure a Default, it shall do so at its own cost and expense, including, but not limited to any costs or expenses associated with procuring Materials, Raw Materials, Process Consumables or Filling Components that are required to re-perform the non-conforming portions of the Program. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
c) The remedies set forth in this Section 13 do not prejudice any other of Selecta’s remedies, whether under this Agreement, at law or otherwise, with respect to 3SBio’s failure to perform any portion of the Program in accordance with the terms of this Agreement.
d) Selecta will accept Drug Substance or Drug Product if manufactured and delivered to Selecta in accordance with this Agreement (including the Specifications). If Selecta, acting reasonably, finds that Drug Substance or Drug Product has not been m...
Default Acceptance. If the Lessee does not sign the Acceptance Certificate certifying the acceptance of any Leased Item by the Lessee within 10 (Ten) calendar days from the relevant Notification Date, and does not apply for refusal of acceptance in accordance with clause 4.4. of these General Terms and Conditions, then the acceptance of the relevant Leased Item by the Lessee is considered to have been completed at the end of the 10th (Tenth) calendar day from the relevant Notification Date.
4.5.1 Thereat, for each day of delay in the actual acceptance of the corresponding Leased Item, the Lessor shall be obliged, at the Lessor’s request, to pay a penalty for delay in the amount of 0.1% of the corresponding value of the Leased Item until the date of actual receipt of the Leased Item by the Lessee.
4.5.2 If the Lessee does not comply with the provisions of clause 4.4 of these General Terms and Conditions when accepting the Leased Item, and if the circumstances specified in clause 4.5 of these General Terms and Conditions occur, as well as provided that the Lessee has not taken the Leased Item within 10 (Ten) calendar days from the Date of Notification, the Lessor, at the Lessee’s written request, shall have the right to cancel the Acceptance Certificate that entered into force by default, in accordance with clause 4.5 of these General Terms, provided that the Lessee’s original written request with the signature of the head and the seal of the Lessee is received not later than 3 (Three) working days after the expiration of 10 (Ten) calendar days from the Notification Date. The Acceptance Certificate shall be cancelled from the date when the Lessor sends a notification to the Lessee about the cancellation of the Acceptance Certificate.
4.5.3 In case of cancellation of the Acceptance Certificate subject to clause 4.5.2 of these General Terms and Conditions, the Lessee, in addition to the penalty specified in clause 4.5.1, shall be obliged to pay the Lessor the Commission Fee specified in the relevant Agreement and the penalty in the amount of the refinancing rate of the Central Bank of the Russian Federation on the date of conclusion of the relevant Agreement (increased by a factor of 1.5) from the Cost of the Leased Item within 5 (Five) business days from the Lessor’s Invoice (Claim) Date. Thereat, the Lessor shall refund the amount of the Advance Lease Payment paid by the Lessee, less the Commission Fee, penalties specified in clauses 4.5.1 and 4.5.3 of these General Terms and C...
Default Acceptance. Unless Contractor is notified in writing of any failure in meeting its Milestone Deliverables:
i) within thirty (30) calendar days (or other timeframe documented in writing and agreed upon) after Delivery, or
ii) upon AT&T’s commercial use then the Work is deemed Accepted by AT&T (“Default Acceptance”) at the time of Delivery (“Default Acceptance Date”). For purposes of clarity commercial use is not automatically triggered during the timeframe in which AT&T is conducting its Acceptance testing and/or “monitoring” the Work in the production environment. PROPRIETARY INFORMATION The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their third party representatives, except under written agreement by the contracting Parties. Page 65 AT&T Agreement No. 20100607.090.C
5. Invoicing and Pricing Terms. Upon Acceptance or AT&T’s Default Acceptance, Supplier shall invoice AT&T the Fees set forth in the executed Work Request and AT&T shall pay Supplier for the Work set forth in the Work Request in accordance with Section 4 Invoicing and Payment of the Agreement. PROPRIETARY INFORMATION The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their third party representatives, except under written agreement by the contracting Parties. Page 66 AT&T Agreement No. 20100607.090.C EXHIBIT H - WORK ORDER FORM Work Request AT&T Requestor: Work Request Control #: Work Request Name: Date Received: Work Request Priority: High/Med/Low <<Insert Work Request Name and/or Number>> 1 Work Request Information (TO BE COMPLETED BY AT&T)
A. Description of Work to include any requirements <<Note: any customized development being done on behalf of AT&T must be done under the Service Exhibit No. XXXX.>>
Default Acceptance. Unless Contractor is notified in writing of any failure in meeting its Milestone Deliverables:
i) within thirty (30) calendar days (or other timeframe documented in writing and agreed upon) after Delivery, or
ii) upon AT&T’s commercial use then the Work is deemed Accepted by AT&T (“Default Acceptance”) at the time of Delivery (“Default Acceptance Date”). For purposes of clarity commercial use is not automatically triggered during the timeframe in which AT&T is conducting its Acceptance testing and/or “monitoring” the Work in the production environment. AT&T Agreement No. 20100607.090.C
