DELIVERY, INSTALLATION AND ACCEPTANCE TEST Sample Clauses
DELIVERY, INSTALLATION AND ACCEPTANCE TEST. 5.1. The System shall be packed for shipment and storage in accordance with Seller’s standard commercial practices. Seller shall ship the System FOB destination, for delivery at the applicable Site. The risk of loss, injury or destruction of any System or Deliverable, from any cause whatsoever, shall be borne by Seller until delivery of such System and Deliverables to Buyer’s designated Site. Unless a common carrier is designated in the Statement of Work, Seller shall choose the common carrier.
5.2. After the equipment is received at Buyer’s designated Site, Seller will supply qualified personnel to inspect and install the System. Buyer shall provide reasonable access to its premises, proper environmental and site conditions and the full and complete cooperation of its staff and any other contractors to assist Seller during installation and testing of Deliverables. Seller also shall do all of the following: (i) properly calibrate and test the System and all components thereof to ensure that it is operating properly and within acceptable tolerances in accordance with the Specifications therefor; (ii) obtain, or provide to Buyer all necessary information and/or documentation, necessary for obtaining, all required federal, state, local and/or other governmental approvals, licenses and/or certifications required for the operation of the System and its components; (iii) provide to Buyer and its employees or designees training (as set forth in the Statement of Work) in the proper use and operation of the System and each of its components such that Buyer can properly operate the System independently and without continued assistance of Seller; and (iv) deliver to Buyer all System Documentation for the System as required above in Section 2.2. The System shall be deemed accepted by Buyer upon performance by Seller of items (i) through (iv) above, provided Seller is not in material breach of any other term of this Agreement or the Right of First Negotiation Agreement (“Acceptance”). On-site testing as set forth above shall be conducted by reference to a written “test procedure” approved by the Seller and Buyer in advance of the commencement of such testing. Buyer shall provide to Seller contemporaneous “sign-offs” as each function on the test procedure is demonstrated by the Seller. Except for losses to the System covered under Seller’s Limited Warranty and indemnification obligations under this Agreement, risk of loss to the System shall pass from Seller to Buyer in...
DELIVERY, INSTALLATION AND ACCEPTANCE TEST. 5.1 Seller shall properly package the System, for shipment C.I.F. Buyer’s Port of destination, Ho ▇▇▇▇ ▇▇▇▇ City, Vietnam, at which time “Risk of Loss” shall pass from Seller to Buyer.
5.2 After the equipment is received at Buyer’s designated facility, Seller will supply qualified personnel to inspect and install the System. Buyer shall provide reasonable access to its premises, proper environmental and site conditions, and the full and complete cooperation of its staff and any other contractors to assist Seller during installation and testing of deliverables. During this start-up period, an acceptance test (“Acceptance Test”) shall be performed by Seller in the presence of Buyer’s personnel. To pass the test, the System must meet the applicable requirements under this Agreement, as defined in the Proposal. When the System passes the Acceptance Test, and all items and services to be furnished by Seller under Section 2.0 and the exhibits of this Agreement are so furnished, then the System shall be considered completed and fully accepted by Buyer (“Acceptance”). On-site acceptance testing shall be conducted by reference to a written “test procedure” approved by the Seller and Buyer in advance of the commencement of such testing. Buyer shall provide to Seller contemporaneous “sign-offs” as each function on the test procedure is demonstrated by the Seller. Except for losses to the System covered under Seller’s warranty and indemnification obligations under this Agreement, risk of loss to the System shall pass from Seller to Buyer in accordance with the terms of shipment.