Common use of Deliverables and Acceptance Clause in Contracts

Deliverables and Acceptance. If applicable, the Statement of Work will describe the Deliverables that Cognizant is obligated to furnish to Xxxxxxx thereunder and the acceptance criteria for each of the Deliverables (the "Acceptance Criteria"). Xxxxxxx shall review, evaluate and/or test, as the case may be, each of the Deliverables within ten (10) Business Days’, or the applicable time period set forth in the Statement of Work, (with respect to each Deliverable, the "Acceptance Period") to determine whether or not such Deliverable satisfies the applicable Acceptance Criteria in all material respects. If the Deliverable does not materially meet the Acceptance Criteria, Cognizant will have twenty (20) Business Days to fix the Deliverables to meet the Acceptance Criteria. If any Deliverable fails to satisfy its Acceptance Criteria in any material respect, then Xxxxxxx will notify Cognizant in writing specifying in reasonable detail the respects in which such Deliverable does not conform to the applicable Acceptance Criteria and what modifications are necessary to make it conform thereto. Thereafter, Cognizant shall modify such Deliverable to conform to the applicable Acceptance Criteria and resubmit the Deliverable for Xxxxxxx’x review in accordance with the above procedures. If Xxxxxxx does not furnish a written notice to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the applicable Acceptance Period, then (a) Cognizant will give the applicable Xxxxxxx SOW manager written notice, by e-mail with a confirmation copy by overnight courier, of Xxxxxxx’x failure to provide notice of acceptance or non-acceptance, and (b) in the event that Cognizant has not received written notice of acceptance or non-acceptance of the applicable Deliverable within ten (10) Business Days after Xxxxxxx’x receipt of such notice, Xxxxxxx will be deemed to have accepted the applicable Deliverable. This provision shall not apply with respect to a Deliverable if the Services associated with the Deliverable are included in the calculation of a Service Level.

Appears in 2 contracts

Samples: Master Services Agreement (Talcott Resolution Life Insurance Co Separate Account Three), Master Services Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven)

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Deliverables and Acceptance. If Deliverables, if any, under this Agreement will be as set forth under any SOW. Each SOW will describe, if applicable, the Statement of Work will describe the Deliverables that Cognizant is obligated to furnish to Xxxxxxx thereunder and Client hereunder, the acceptance criteria for each of the Deliverables (the "Acceptance Criteria")”) and the completion criteria, if any, to signify completion of each phase of a project. Xxxxxxx Client shall review, evaluate and/or test, as the case may be, each of the Deliverables within ten (10) Business Days’, or the applicable time period set forth in the Statement of Work, a SOW (with respect to each Deliverable, the "Acceptance Period") to determine whether or not such Deliverable satisfies the applicable Acceptance Criteria in all material respects. If the Deliverable Client does not materially meet furnish a written notice to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria prior to the end of the Acceptance Criteria, Cognizant will have twenty (20) Business Days to fix Period therefor and/or if Client commences using the Deliverables commercially or in a production environment, then Client will be deemed to meet the Acceptance Criteriahave accepted such Deliverable. If any Deliverable fails to satisfy its Acceptance Criteria in any material respectCriteria, then Xxxxxxx Client will notify Cognizant in writing specifying in reasonable detail the respects in which such Deliverable does not conform to the applicable Acceptance Criteria and what modifications are necessary to make it conform thereto. Thereafter, Cognizant shall use its diligent commercially reasonable efforts to modify such Deliverable to so conform to the applicable Acceptance Criteria and resubmit the Deliverable will be resubmitted for Xxxxxxx’x review in accordance with the above proceduresacceptance by Client. If Xxxxxxx does not furnish a written notice If, after repeated attempts, Cognizant is unable to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the applicable Acceptance Period, then (a) Cognizant will give the applicable Xxxxxxx SOW manager written notice, by e-mail with a confirmation copy by overnight courier, of Xxxxxxx’x failure to provide notice of acceptance or remedy any non-acceptanceconforming portion of any Deliverable, and (b) in the event that Cognizant has not received written notice of acceptance or non-acceptance of the applicable Deliverable within ten (10) Business Days after Xxxxxxx’x receipt of such notice, Xxxxxxx will be deemed Client may terminate pursuant to have accepted the applicable Deliverable. This provision shall not apply with respect to a Deliverable if the Services associated with the Deliverable are included in the calculation of a Service LevelSection 12.2 herein.

Appears in 1 contract

Samples: Master Services Agreement

Deliverables and Acceptance. If Deliverables, if any, under this Agreement will be as set forth under any Work Schedule. Each Work Schedule will describe, if applicable, the Statement of Work will describe the Deliverables deliverables that Cognizant “COMPANY NAME” is obligated to furnish to Xxxxxxx thereunder and Client hereunder (collectively, the “Deliverables”), the acceptance criteria for each of the “COMPANY NAME” Deliverables (the "Acceptance Criteria")”) and the completion criteria, if any, to signify completion of each phase of a project. Xxxxxxx Client shall review, evaluate and/or test, as the case may be, each of the “COMPANY NAME” Deliverables within ten (10) Business Days’, or the applicable time period set forth in the Statement of Work, a Work Schedule (with respect to each “COMPANY NAME” Deliverable, the "Acceptance Period") to determine whether or not such Deliverable satisfies the applicable Acceptance Criteria in all material respects. If the Deliverable Client does not materially meet furnish a written notice to “COMPANY NAME” specifying that a “COMPANY NAME” Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the Acceptance CriteriaPeriod therefor, Cognizant then Client will be deemed to have twenty (20) Business Days to fix the Deliverables to meet the Acceptance Criteriaaccepted such “COMPANY NAME” Deliverable. If any “COMPANY NAME” Deliverable fails to satisfy its Acceptance Criteria in any material respect, then Xxxxxxx Client will notify Cognizant “COMPANY NAME” in writing specifying in reasonable detail the respects in which such Deliverable does not conform to the applicable Acceptance Criteria and what modifications are necessary to make it conform thereto. Thereafter, Cognizant “COMPANY NAME” shall use its diligent commercially reasonable efforts to modify such “COMPANY NAME” Deliverable to so conform and the Deliverable will be resubmitted for acceptance by Client. If, after repeated attempts, “COMPANY NAME” is unable to remedy any non-conforming portion of any “COMPANY NAME” Deliverable, Client may terminate pursuant to Section 11.2 herein. Client’s remedies and “COMPANY NAME”’s entire liability to Client as a result thereof will be subject to the applicable Acceptance Criteria and resubmit the Deliverable for Xxxxxxx’x review limitations set forth in accordance with the above proceduresSection 9 hereof. If Xxxxxxx does not furnish requested by “COMPANY NAME”, Client will promptly sign and deliver to “COMPANY NAME” a written notice to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the applicable Acceptance Period, then (a) Cognizant will give the applicable Xxxxxxx SOW manager written notice, by e-mail with a confirmation copy by overnight courier, of Xxxxxxx’x failure to provide notice of acceptance or non-mutually acceptable certificate evidencing such acceptance, and (b) in the event that Cognizant has not received written notice of acceptance or non-acceptance of the applicable Deliverable within ten (10) Business Days after Xxxxxxx’x receipt of such notice, Xxxxxxx will be deemed to have accepted the applicable Deliverable. This provision shall not apply with respect to a Deliverable if the Services associated with the Deliverable are included in the calculation of a Service Level.

Appears in 1 contract

Samples: Sample Professional Services Agreement Consulting

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Deliverables and Acceptance. If Deliverables, if any, under this Agreement will be as set forth under any SOW. Each SOW will describe, if applicable, the Statement of Work will describe the Deliverables that Cognizant is obligated to furnish to Xxxxxxx thereunder and Client hereunder, the acceptance criteria for each of the Deliverables (the "Acceptance Criteria")”) and the completion criteria, if any, to signify completion of each phase of a project. Xxxxxxx Client shall review, evaluate and/or test, as the case may be, each of the Deliverables within ten (10) Business Days’, or the applicable time period set forth in the Statement of Work, a SOW (with respect to each Deliverable, the "Acceptance Period") to determine whether or not such Deliverable satisfies the applicable Acceptance Criteria in all material respects. If the Deliverable Client does not materially meet furnish a written notice to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the Acceptance Criteria, Cognizant will have twenty (20) Business Days to fix Period therefor and/or if Client commences using the Deliverables commercially or in a production environment, then Client will be deemed to meet the Acceptance Criteriahave accepted such Deliverable. If any Deliverable fails to satisfy its Acceptance Criteria in any material respect, then Xxxxxxx Client will notify Cognizant in writing specifying in reasonable detail the respects in which such Deliverable does not conform to the applicable Acceptance Criteria and what modifications are necessary to make it conform thereto. Thereafter, Cognizant shall use its diligent commercially reasonable efforts to modify such Deliverable to so conform to the applicable Acceptance Criteria and resubmit the Deliverable will be resubmitted for Xxxxxxx’x review in accordance with the above proceduresacceptance by Client. If Xxxxxxx does not furnish a written notice If, after repeated attempts, Cognizant is unable to Cognizant specifying that a Deliverable has failed to satisfy its Acceptance Criteria in all material respects prior to the end of the applicable Acceptance Period, then (a) Cognizant will give the applicable Xxxxxxx SOW manager written notice, by e-mail with a confirmation copy by overnight courier, of Xxxxxxx’x failure to provide notice of acceptance or remedy any non-acceptanceconforming portion of any Deliverable, and (b) in the event that Cognizant has not received written notice of acceptance or non-acceptance of the applicable Deliverable within ten (10) Business Days after Xxxxxxx’x receipt of such notice, Xxxxxxx will be deemed Client may terminate pursuant to have accepted the applicable Deliverable. This provision shall not apply with respect to a Deliverable if the Services associated with the Deliverable are included in the calculation of a Service LevelSection 12.2 herein.

Appears in 1 contract

Samples: Master Services Agreement

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