Common use of Delivery Inspection Clause in Contracts

Delivery Inspection. The Purchaser shall inspect in due course the condition and quality of the delivered Tooling and/or Parts. The inspection shall be formalized in a sheet signed by the Purchaser. If any reservation is made by the Purchaser on the aforesaid delivery, the Toolmaker shall immediately submit to the Purchaser an acceptable action plan to remedy the Tooling rejection by reimbursement, credit, replacement or modification, as per the Purchaser’s sole discretion, at the Toolmaker's cost. Insurance and Liability The Toolmaker shall take out prior to the shipment a cargo insurance policy with an internationally known and reputedly solvent insurance company and shall provide proof thereof upon Purchaser’s first request. The minimum insurance shall cover the Tooling price provided in the Order+10% (i.e. 110% of the agreed full replacement value). The Toolmaker will reimburse the Purchaser for any direct and/or indirect costs including packaging, handling and transportation costs that the Purchaser incurs with respect to the possible rejection of the Tooling after delivery Inspection. Final Acceptance of the Tooling If the final performance testing of the Tooling is successful as per the requirements of the Technical Specifications and for the period of running time provided therein, it shall be confirmed by a “Final Acceptance Certificate” signed by both Parties. If, due to stoppages, the Performance Tests are not comprehensive, then the Performance Tests shall be repeated until they are satisfactory. The Documentation forms an integral part of the supply of the Tooling and shall be continually updated by the Toolmaker during all Project phases. The Toolmaker shall provide Purchaser with a complete set of Documentation updated at the end of the Final Acceptance. The Final Acceptance, hereinafter referred to as the “Final Acceptance”, shall be performed at Purchaser’s plant. The Final Acceptance may only be pronounced if: The Tooling allows the continuous production of full day production runs of Parts in the mass-production conditions, and with the scrap rate, as defined in the Technical Specifications. The operating conditions of the Tooling and the handling mode of the Parts are in conformity with mass production conditions. The quality of the Parts shall be in conformity with the boundary sample which was validated by the Tool Engineer and the SQA. The cycle time does not exceed the mass-production cycle time as defined in the Technical Specifications. All mandatory conditions related to the Final Acceptance are fulfilled. The Toolmaker, the Tool Engineer and the Purchaser’s Industrial Engineer (Manufacturing Department) shall sign the Final Acceptance report. If requested by Xxxxxxxxx, the Toolmaker will attend the Final Acceptance at Purchaser’s site The Final Acceptance has to be organized by Purchaser no later than 3 months after the Tooling delivery date. If Purchaser fails to organize Final Acceptance before 3 months after the Tooling delivery date, the Final Acceptance will be automatically pronounced. When modifications are necessary on the Tooling to get the required quality level, due to Tooling non conformity, then the cost of those modifications will be paid for by the Toolmaker. Guarantee Retention The guarantee retention of 10% of the purchase price of the Tooling will be released by Purchaser six months following the Final Acceptance if the following conditions are met: The quality of the Parts is in conformity with the boundary sample and is validated as such by the Tooling Engineer and Purchaser’s SQA Department. The Tooling is in all aspects, in conformity with the Technical Specifications and has performed as such during the six month period. The Toolmaker, the Tool Engineer and the Purchaser’s Production Engineer sign the Guarantee Retention Release report enclosed in the Tool Monitoring Sheet.

Delivery Inspection. The Purchaser shall inspect Time is of essence in due course every order placed by the condition and quality Buyer. Subject to any duly executed Formal Agreement or otherwise agreed by the Buyer in writing, the delivery of the Products shall take place and the risk in the product shall pass in accordance with DDP Incoterms 2020, with the designated place of delivery being as stated in the Purchase Order. All orders must be delivered Tooling and/or Partsduring the Buyer’s business hours, unless otherwise agreed in writing by the Buyer. The inspection shall be formalized in a sheet signed Products rendered by the PurchaserSeller are subject to inspection and approval of the Buyer. If any reservation is made by In the Purchaser on event that the aforesaid deliverySeller fails to deliver the Products in accordance with the Requirements the Buyer may, the Toolmaker shall immediately submit to the Purchaser an acceptable action plan to remedy the Tooling rejection by reimbursement, credit, replacement or modification, as per the Purchaser’s sole at its discretion, at without prejudice to other remedies (i) reject the Toolmaker's cost. Insurance and Liability The Toolmaker shall take out prior to the shipment a cargo insurance policy with an internationally known and reputedly solvent insurance company and shall provide proof thereof upon Purchaser’s first request. The minimum insurance shall cover the Tooling price provided in the Order+10% (i.e. 110% delivery of the agreed full replacement value). The Toolmaker will reimburse Products and require the Purchaser for any direct and/or indirect costs including packaging, handling and transportation costs Seller to re-supply conforming Products; (iii) require the Seller to rectify the Products so that the Purchaser incurs with respect to the possible rejection of the Tooling after delivery Inspection. Final Acceptance of the Tooling If the final performance testing of the Tooling is successful as per the requirements of the Technical Specifications and for the period of running time provided therein, it shall be confirmed by a “Final Acceptance Certificate” signed by both Parties. If, due to stoppages, the Performance Tests are not comprehensive, then the Performance Tests shall be repeated until they are satisfactory. The Documentation forms an integral part of the supply of the Tooling and shall be continually updated by the Toolmaker during all Project phases. The Toolmaker shall provide Purchaser with a complete set of Documentation updated at the end of the Final Acceptance. The Final Acceptance, hereinafter referred to as the “Final Acceptance”, shall be performed at Purchaser’s plant. The Final Acceptance may only be pronounced if: The Tooling allows the continuous production of full day production runs of Parts in the mass-production conditions, and with the scrap rate, as defined in the Technical Specifications. The operating conditions of the Tooling and the handling mode of the Parts are in conformity with mass production conditionsthe Requirements; or (iii) procure similar products from an alternate source. The quality All losses, costs, damages, attorney’s fees, and expenses in relation to or arising out of the Parts Seller’s default, including but not limited to costs relating to re-supply, rectification, disposal, manpower, and shipment, shall be in conformity with the boundary sample which was validated borne by the Tool Engineer Seller. These rights of the Buyer shall apply for the entire shelf life of the Products, and notwithstanding any inspection by the Buyer at the time of delivery. It is clarified that payment for the Products that do not conform to the Requirements, placing or accepting future orders shall not constitute acceptance of the Products or waiver of the Buyer’s rights to refuse and/or reject the Products at any time. Where applicable, if the Buyer is unable to obtain clearance for the Products from the relevant authorities due to any discrepancy or deficiency in the documents required to be provided by the Seller for their import, the Seller shall be bound to arrange for disposal or return of the Products at its own cost. Any advance paid by the Buyer shall be promptly returned by the Seller. Where requested, the Seller shall be liable to render prompt assistance to the Buyer in providing all documents as may be requested by the authorities (and in the language requested) for clearance of the Products, and the SQA. The cycle time does not exceed the mass-production cycle time Seller shall be liable for all demurrage, detention or port charges, or any other costs and expenses incurred as defined a result of detention or delay in the Technical Specifications. All mandatory conditions related to the Final Acceptance are fulfilled. The Toolmaker, the Tool Engineer and the Purchaser’s Industrial Engineer (Manufacturing Department) shall sign the Final Acceptance report. If requested by Xxxxxxxxx, the Toolmaker will attend the Final Acceptance at Purchaser’s site The Final Acceptance has to be organized by Purchaser no later than 3 months after the Tooling delivery date. If Purchaser fails to organize Final Acceptance before 3 months after the Tooling delivery date, the Final Acceptance will be automatically pronounced. When modifications are necessary on the Tooling to get the required quality level, due to Tooling non conformity, then the cost of those modifications will be paid for by the Toolmaker. Guarantee Retention The guarantee retention of 10% clearance of the purchase price of the Tooling will be released by Purchaser six months following the Final Acceptance if the following conditions are met: The quality of the Parts is in conformity with the boundary sample and is validated as such by the Tooling Engineer and Purchaser’s SQA Department. The Tooling is in all aspects, in conformity with the Technical Specifications and has performed as such during the six month period. The Toolmaker, the Tool Engineer and the Purchaser’s Production Engineer sign the Guarantee Retention Release report enclosed in the Tool Monitoring SheetProducts.