Common use of Delivery; Certificate; Inspection and Acceptance Clause in Contracts

Delivery; Certificate; Inspection and Acceptance. a. Terms for the shipments of the Products will be FCA (Incoterms, 2010). Integra shall pay shipping and freight costs, which will be added to the invoice for each Order, and Integra shall have the right to choose the carrier so long as such choice complies with the shipping validation for the Product. Integra may designate the destination of the Products to be delivered hereunder so long as such destination complies with applicable Law. Delivery of the Products to the carrier at SeaSpine’s shipping point shall constitute delivery to Integra; Integra shall bear all risk of loss or damage in transit. However, SeaSpine reserves the right, in its discretion, to change the exact method of shipment and to make delivery in installments, all such installments to be separately invoiced and paid for when due as provided in Section 6.1, without regard to subsequent deliveries. Delay in delivery of any installment within the parameters set forth in this Article 5 shall not relieve Integra’s obligations to accept remaining deliveries. b. Each shipment of Product must be accompanied by final Product testing and inspection results and a certificate, substantially in the form attached hereto as Exhibit E, signed by SeaSpine stating that the Products comply with the Specifications; the testing, inspections results and certificate shall be set forth by Product serial number and must be signed by SeaSpine. c. Integra, upon receipt of the Products from SeaSpine, shall have thirty (30) days to inspect the Products with respect to whether or not they comply with the Specifications. If the Products do not comply with the Specifications, Integra shall notify SeaSpine and provide SeaSpine with samples of nonconforming Products (to the extent Integra deems possible) along with such notice and provide SeaSpine with the results of its inspection. If SeaSpine’s inspection confirms the Products do not comply with the Specifications, then SeaSpine, at its expense and at Integra’s option, within thirty (30) days following the completion of SeaSpine’s investigation, will either bring the Products in question into conformance with the requirements of Section 9.1(a)(ii) or replace such nonconforming Products, in either case, at no additional charge to Integra. If after inspection, SeaSpine disagrees with Integra’s determination, the Parties shall submit samples of the Product in question to a mutually acceptable independent testing laboratory for evaluation to determine whether the Product are in conformance with the requirements of Section 9.1(a)(ii). The results of such evaluation shall be deemed conclusive of the matter, and the non-prevailing party shall bear the costs of the evaluation.

Delivery; Certificate; Inspection and Acceptance. a. Terms for the shipments of the Microfib Products will be FCA (Incoterms, 2010). Integra SeaSpine shall pay shipping and freight costs, which will be added to the invoice for each Order, and Integra SeaSpine shall have the right to choose the carrier so long as such choice complies with the shipping validation for the Microfib Product. Integra SeaSpine may designate the destination of the Products to be delivered hereunder so long as such destination complies with applicable Law. Delivery of the Microfib Products to the carrier at SeaSpineIntegra’s shipping point shall constitute delivery to IntegraSeaSpine; Integra SeaSpine shall bear all risk of loss or damage in transit. However, SeaSpine Integra reserves the right, in its discretion, to change the exact method of shipment and to make delivery in installments, all such installments to be separately invoiced and paid for when due as provided in Section 6.1, without regard to subsequent deliveries. Delay in delivery of any installment within the parameters set forth in this Article 5 shall not relieve IntegraSeaSpine’s obligations to accept remaining deliveries. b. Each shipment of Product the Microfib Products must be accompanied by final Microfib Product testing and inspection results and a certificate, substantially in the form attached hereto as Exhibit E, signed by SeaSpine Integra stating that the Microfib Products comply with the Specifications; the testing, inspections results and certificate shall be set forth by Microfib Product serial number and must be signed by SeaSpineIntegra. c. IntegraSeaSpine, upon receipt of the Microfib Products from SeaSpineIntegra, shall have thirty (30) days to inspect the Microfib Products with respect to whether or not they comply with the Specifications. If the Microfib Products do not comply with the Specifications, Integra SeaSpine shall notify SeaSpine Integra and provide SeaSpine Integra with samples of the nonconforming Microfib Products (to the extent Integra SeaSpine deems possible) along with such notice and provide SeaSpine Integra with the results of its inspection. If SeaSpineIntegra’s inspection confirms the Microfib Products do not comply with the Specifications, then SeaSpineIntegra, at its expense and at IntegraSeaSpine’s option, within thirty (30) days following the completion of SeaSpineIntegra’s investigation, will either bring the Microfib Products in question into conformance with the requirements of Section 9.1(a)(ii) Specifications or replace such nonconforming Productsthe Microfib Products that failed to comply with the Specifications, in either case, at no additional charge to IntegraSeaSpine. If after inspection, SeaSpine Integra disagrees with IntegraSeaSpine’s determination, the Parties shall submit samples of the Microfib Product in question to a mutually acceptable independent testing laboratory for evaluation to determine whether the Microfib Product are in conformance complies with the requirements of Section 9.1(a)(ii)Specifications. The results of such evaluation shall be deemed conclusive of the matter, and the non-prevailing party shall bear the costs of the evaluation.

Delivery; Certificate; Inspection and Acceptance. a. Terms for the shipments of the Products will be FCA (Incoterms, 2010). Integra SeaSpine shall pay shipping and freight costs, which will be added to the invoice for each Order, and Integra SeaSpine shall have the right to choose the carrier so long as such choice complies with the shipping validation for the Product. Integra SeaSpine may designate the destination of the Products to be delivered hereunder so long as such destination complies with applicable Law. Delivery of the Products to the carrier at SeaSpineIntegra’s shipping point shall constitute delivery to IntegraSeaSpine; Integra SeaSpine shall bear all risk of loss or damage in transit. However, SeaSpine Integra reserves the right, in its discretion, to change the exact method of shipment and to make delivery in installments, all such installments to be separately invoiced and paid for when due as provided in Section 6.1, without regard to subsequent deliveries. Delay in delivery of any installment within the parameters set forth in this Article 5 shall not relieve IntegraSeaSpine’s obligations to accept remaining deliveries. b. Each shipment of the Product must be accompanied by final Product testing and inspection results and a certificate, substantially in the form attached hereto as Exhibit E, signed by SeaSpine Integra stating that the Products comply with the Specifications; the testing, inspections results and certificate shall be set forth by the Product serial number and must be signed by SeaSpineIntegra. c. IntegraSeaSpine, upon receipt of the Products from SeaSpineIntegra, shall have thirty (30) days to inspect the Products with respect to whether or not they comply with the Specifications. If the Products do not comply with the Specifications, Integra SeaSpine shall notify SeaSpine Integra and provide SeaSpine Integra with samples of the nonconforming Products (to the extent Integra SeaSpine deems possible) along with such notice and provide SeaSpine Integra with the results of its inspection. If SeaSpineIntegra’s inspection confirms the Products do not comply with the Specifications, then SeaSpineIntegra, at its expense and at IntegraSeaSpine’s option, within thirty (30) days following the completion of SeaSpineIntegra’s investigation, will either bring the Products in question into conformance with the requirements of Section 9.1(a)(ii) or replace such nonconforming Products, in either case, at no additional charge to IntegraSeaSpine. If after inspection, SeaSpine Integra disagrees with IntegraSeaSpine’s determination, the Parties shall submit samples of the Product in question to a mutually acceptable independent testing laboratory for evaluation to determine whether the Product are in conformance with the requirements of Section 9.1(a)(ii). The results of such evaluation shall be deemed conclusive of the matter, and the non-prevailing party shall bear the costs of the evaluation.