INSPECTION AND QUALITY CONTROL a. Buyer is hereby permitted to have one or more authorized representatives at Embraer's facilities for a period commencing [*] prior to the Contractual Delivery Date of each Aircraft in order to assure that the Aircraft, Spares and Services were developed in accordance with the procedures specified in this Agreement and according to all applicable quality control standards. Buyer may communicate its concerns as to the production of the Aircraft and Spares to Embraer.
b. Buyer shall communicate to Embraer the names of its authorized representatives, by means of notice, at least fifteen (15) days prior to the arrival of the authorized representatives. Buyer may substitute authorized representatives, provided written notice is given to Embraer fifteen (15) calendar days prior to effectivity.
c. Such representatives may also be authorized to sign the acceptance and transfer of title and risk documents and accept delivery of the Aircraft and Spares pursuant to Article 7.
d. With respect to this Article 10, Embraer shall provide for use in accordance with the Agreement at no cost to Buyer, communication facilities (telephone and facsimile) for Buyer's authorized representatives, as well as the necessary tools, measuring devices, test equipment and technical assistance as may be necessary to perform acceptance tests.
e. Buyer's authorized representatives shall observe Embraer's administrative rules and instructions while at Embraer's facilities, and Buyer's representatives will be provided with all appropriate rules and regulations upon arrival.
f. Buyer's authorized representatives shall be allowed exclusively in those areas related to the subject matter hereof and Buyer agrees to hold harmless Embraer from and against all and any kind of liabilities in respect to such representatives, for whom Buyer is solely and fully responsible under all circumstances and in any instance except to the extent caused by the gross negligence or willful misconduct of Embraer, its officers, directors, employees or agents.
INSPECTION AND QUALITY CONTROL. Licensee agrees to affix to all Pharmaceutical Products for sale to third parties (and not Pharmaceutical Products held for internal use) that utilize the Licensor IP and any promotional and packaging material in connection with such Pharmaceutical Products, such Marks and notices of the Licensor IP, as shall be reasonably requested by Licensor, to the extent practicable and consistent with commercial practice. Licensee agrees to obtain Licensor’s specific written instructions with respect to the content and placements of all such notices required pursuant to this Section 10, which Licensor agrees to provide promptly. At all times when Licensee commercially uses the Licensor IP, to the extent practicable and consistent with commercial practice, shall note that Licensee’s use is made under license and shall indicate the owner of the Licensor IP.
INSPECTION AND QUALITY CONTROL. (a) Licensor has the right to control the quality of the products and services marketed, advertised, sold or provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees in connection with the use of the Licensed Marks as specifically described herein.
(b) Licensee agrees that the nature and quality of all products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided under or in association with the use of any Licensed Marks shall conform to such guidelines and standards as are provided in writing from time to time by Licensor, and, in any event, shall be of at least the quality of the products and services provided by IMC under the Licensed Marks immediately prior to the Closing.
(c) Licensee agrees to reasonably cooperate, and to require Licensee’s Subsidiaries and Licensee’s sublicensees to cooperate, with Licensor in facilitating Licensor’s control of the nature and quality of the products and services provided by Licensee, Licensee’s Subsidiaries or Licensee’s sublicensees in connection with the use of the Licensed Marks, and to permit (and require its Subsidiaries and sublicensees to permit) reasonable, periodic inspections of Licensee’s, Licensee’s Subsidiaries’ and Licensee’s sublicensees’ operations as requested in writing by Licensor. Such inspection shall be at Licensor’s expense. Licensee agrees, and will require Licensee’s Subsidiaries and Licensee’s sublicensees to agree, that the products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided in connection with the use of the Licensed Marks will be marketed, advertised, sold and provided in accordance with all applicable laws and regulations and in compliance with any regulatory agency that has jurisdiction over such matters.
(d) Except to the extent that compliance with the last sentence of Section 3(c) requires a higher standard of quality, Licensor agrees that Licensee will have met the required standards of quality with respect to the physical attributes (i.e., paper quality, weight and thickness, materials used for covers, spine tabs, tip ons and fold out, but expressly excluding any content or intellectual property in or on the foregoing) of a tangible Directory Product if Licensee can demonstrate that such physical attributes of its Directory Products are of at least of the quality as those provided by the thre...
INSPECTION AND QUALITY CONTROL a. Buyer is hereby permitted to have one or more authorized representatives at Embraer's facilities for a period commencing [*] prior to the Contractual Delivery Date of each Aircraft in order to assure that the Aircraft, Spares and Services were developed in accordance with the procedures specified in this Agreement and according to all applicable quality control standards. Buyer may communicate its concerns as to the production of the Aircraft and Spares to Embraer.
b. Buyer shall communicate to Embraer the names of its authorized representatives, by means of notice, at least fifteen (15) days prior to the arrival of the authorized representatives. Buyer may substitute authorized representatives, provided written notice is given to Embraer fifteen (15) calendar days prior to effectivity.
c. Such representatives may also be authorized to sign the acceptance and transfer of title and risk documents and accept delivery of the Aircraft and Spares pursuant to Article 7.
d. With respect to this Article 10, Embraer shall provide for use in accordance with the Agreement at no cost to Buyer, communication facilities (telephone and facsimile) for Buyer's authorized representatives, as well as the necessary tools, measuring devices, test equipment and technical assistance as may be necessary to perform acceptance tests.
e. Buyer's authorized representatives shall observe Embraer's administrative rules and instructions while at Embraer's facilities, and Buyer's representatives will be provided with all appropriate rules and regulations upon arrival.
f. Buyer's authorized representatives shall be allowed exclusively in those areas related to the subject matter hereof and Buyer agrees to hold harmless Embraer from and against all and any kind of liabilities in respect to such representatives, for whom Buyer is solely and fully responsible under all circumstances and in any instance except to the extent caused by the gross negligence or willful misconduct of Embraer, its officers, directors, employees or agents. ---------- * Confidential Page 11 of 31
INSPECTION AND QUALITY CONTROL. 12 11. CHANGES................................................................12 12. WARRANTY...............................................................14 13.
INSPECTION AND QUALITY CONTROL. 10.1 In order to effect inspection and acceptance of the Aircraft as set forth in Article 7, Buyer shall send one or more authorized representatives to Embraer's facilities in order to verify that the Aircraft was manufactured in accordance with the procedures, specifications and other requirements specified in this Agreement and according to all applicable quality control standards.
10.2 Buyer shall communicate to Embraer the names of its authorized representatives, by means of written notice, at least thirty (30) Days prior to the earliest delivery date specified in Article 5.
10.3 Such representatives, or other representatives indicated by Buyer, shall be authorized and duly empowered to sign the acceptance and documents and accept delivery of the Aircraft pursuant to Article 7.
10.4 For the purposes subject of this Article 10, Embraer shall provide communication facilities (telephone and facsimile) for Buyer's authorized representatives, as well as the necessary tools, measuring devices, test equipment and technical assistance as may be necessary to perform acceptance tests.
10.5 Buyer's authorized representatives shall observe Embraer's administrative rules and instructions while at Embraer's facilities.
INSPECTION AND QUALITY CONTROL. 15.1 Internal Quality Control: Each Wagon Manufacturer would have to appoint, at their own cost, a third party quality control agency (TPQCA) of international repute selected from the standing panel of QCI at each facility on regular basis to provide quality control for brought outs, if not pre-inspected by RDSO, as well as internal manufacture. Stage quality control reports of the TPQCA will be furnished at the time of RDSO inspection. RDSO will be free to carry out spot inspections to verify the effectiveness of TPQCA at any point in the manufacturing process. The detailed guidelines in this regard may be collected from RDSO.
INSPECTION AND QUALITY CONTROL. 4.1 Each shipment of Instruments to BMC shall be accompanied by a certificate of SI's Quality Control Department indicating that the Instruments, identified by their serial numbers, contained in the shipment have passed the quality control parameters developed by SI, agreed to in writing by BMC and contained in the Manufacturing Documentation. BMC reserves the right -- at such frequency that BMC feels appropriate and upon providing SI with reasonable notice-- to visit SI's facility [or other third party manufacturer of the Instrument] for the purpose of confirming that SI's quality system and process is in conformance to agreed upon parameters. SI shall keep complete reproducible records of all data pertaining to SI's performance under this Agreement and as it relates to individual Instruments for the life of the Instrument. BMC agrees to implement its current warranty card tracking system for the Instruments sold by BMC pursuant to this Agreement.
4.2 Within one (1) month after receipt of Instruments, BMC may conduct its own acceptance inspection thereof in which random samples of the Instruments will be compared with the specifications and Quality Control Procedures, which are a part of the Manufacturing Documentation [*] Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. 27 and shall inform SI of the results of such inspection. In the event such inspection by BMC reveals unacceptable variances from the Quality Control Procedures in the Manufacturing Documentation, BMC shall promptly notify SI (which notice shall specify the manner in which the defective Instruments fail to meet the specifications), and SI shall have thirty (30) days in which to verify the variances. Upon the earlier of (a) verification by SI or (b) the expiration of thirty (30) days from the date of said notice, BMC shall have the right to refuse acceptance of the defective or deficient lots of Instruments and to require, at the option of SI, that said lot(s) be immediately replaced or corrected free of charge. SI reserves the right to cure the defect at BMC or request return of the Instrument to SI facility. SI maintains an option to - at its own expense - make a one hundred percent (100%) inspection of the lots with respect to the defective function. However said activity shall not delay the shipment of replacement Instruments to BMC or pla...
INSPECTION AND QUALITY CONTROL. Buyer shall inspect and accept or reject the Products as promptly as practicable after delivery, regardless of prior payment, provided that failure to inspect, accept or reject Products shall neither impose liability on Buyer nor relieve Seller from responsibility for Products that are not in accordance with this Agreement. Buyer shall promptly notify Seller in the event that Products are rejected. Products rejected by Buyer for any valid reason shall be held, transported and/or stored at Seller's risk and expense. Seller shall provide and maintain inspection and quality control systems, typical and customary in the industry, covering the Products. Buyer and Seller shall each maintain records of all inspections and tests and Buyer and Seller shall make such records available to the other during performance of any Order and for one year thereafter. Deliveries must be accompanied by all certifications, test results and other documentation of the type and in the form required by applicable law, industry standards or by the rules or regulations of entities or organizations who have jurisdiction over Buyer.
INSPECTION AND QUALITY CONTROL. Nordic shall permit authorized representatives of Hain to enter Nordic's plant during normal business hours for the purpose of inspecting and testing the Products manufactured by Nordic, evaluating the methods of manufacturing the Products, and evaluating the cleanliness and condition of the equipment used in the manufacturing and storage process. Nordic shall at all times comply with all requirements of the FDA and other regulatory authorities as to the manufacturing and packaging processes, including quality control procedures. All such quality control standards shall be acceptable to Hain and shall be diligently implemented on a consistent basis in accordance with industry standards. Nordic shall at all times maintain the necessary licensing from regulatory authorities to permit production of the Products within its plant in compliance with all applicable laws and regulations. In the event any Product manufactured hereunder is determined by Hain or regulatory authorities to be defective, adulterated, unfit for human consumption, or in violation of applicable regulatory provisions, Hain may require and Nordic shall implement, at Nordic's own cost, additional testing procedures to identify the problem with the manufacturing process or materials, including the use of off-site lab testing. If any recall is required due to Product defects, which are the responsibility of, or caused by the negligence of Nordic, then Nordic shall reimburse Hain for all costs incurred by Hain in such recall including, but not limited to, fines and reasonable attorneys fees, provided that Nordic's maximum liability shall not exceed $5,000,000. If any recall is required due to Product defects which are the responsibility of or caused by the negligence of Hain, then Hain shall reimburse Nordic for all costs incurred by Nordic in such recall including, but not limited to, fines and reasonable attorneys fees, provided that Hain's maximum liability shall not exceed $5 million.
