Common use of INSPECTION AND QUALITY CONTROL Clause in Contracts

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. a. (a) All goods, materials and articles covered by this Order shall be new, unless otherwise specified; and shall be subject to inspection and approval by Buyer is hereby permitted and FCI’s customer. Notwithstanding any prior inspection, receipt of goods, payment and/or acceptance of goods, final inspection will be made after receipt by Buyer for acceptance, or rejection if found to have one be defective or more authorized representatives at Embraer's facilities for a period commencing [*] prior non-conforming to the Contractual Delivery Date Order. If rejected, such goods will be held for disposition at Seller’s risk. Or, Buyer may require Seller to repair or replace any or all of each Aircraft such rejected goods at Seller’s expense. Any Buyer expense or payment on account thereof will be promptly refunded by the Seller without prejudice to any other rights of Buyer under warranties or otherwise, and Buyer may offset such refunds against any other monies currently owing to Seller if it chooses. Rejected goods shall not be retendered to Buyer by Seller unless notification of such past rejection is submitted with the retender and Xxxxx has consented to such retender in order writing. (b) Buyer recommends that Seller becomes certified to ISO9001, but at a minimum, provides and maintains a quality control system acceptable to Buyer. (c) Seller shall assure that Seller’s employees are aware of: (i) Their contribution to product or service conformity (ii) Their contribution to product safety (iii) The importance of ethical behavior (d) Buyer reserves the Aircraft, Spares and Services were developed in accordance right to audit Seller 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 Embraer72 hour notice. b. (e) During Seller’s evaluation and selection, the 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 can use quality data from objective 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 representativesreliable external sources, as well evaluated by the Buyer (such as the necessary toolsinformation from accredited quality management system or certification bodies, measuring devicesgovernment authorities or customers). Use of such data would be only one element of Buyer’s external provider control process and Seller remains responsible for verifying their processes, 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 facilitiesproducts, and Buyer's representatives will be provided with all appropriate rules and regulations upon arrivalservices meet specified requirements. 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. a. 10.1 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 Aircraft was 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. Buyer's representatives shall be allowed to observe certain intermediate stages of the Aircraft assembly during its manufacture. b. 10.2 Buyer shall communicate to notify Embraer of the names name of its each of such authorized representatives, by means of notice, representative at least fifteen (15) days prior [*] and which Aircraft it desires to the arrival follow and which phase of the authorized representativesproduction process it desires to observe. Buyer's representatives shall not interfere with or hinder the production or manufacture of any Aircraft. Buyer may substitute authorized representatives, provided written notice is given to Embraer fifteen (15) calendar days prior to effectivity[*]. c. 10.3 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. 10.4 With respect to this Article 10, Embraer shall provide for use in accordance with the Agreement at no cost to Buyer, communication facilities (internet access, 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. 10.5 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. 10.6 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. a. Buyer is hereby permitted allowed to have have, at any and all times during normal business hours, 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, IP Spares and Services were developed are manufactured or performed in accordance with the procedures specified in this Agreement and according to all applicable quality control standards. Buyer may communicate its concerns as Upon a request by Buyer, Embraer shall use reasonable commercial efforts to arrange for such representative to visit the production facilities of the Aircraft and Spares to Embraer. b. 's suppliers. Buyer shall communicate to Embraer the names of its such authorized representatives, by means of notice, at least fifteen thirty (1530) 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 effectivityeach Aircraft's Scheduled Delivery Date. c. Such b. Buyer shall communicate the names of its authorized representatives may also be authorized to sign the acceptance and transfer of title and risk documents and accept delivery of the Aircraft and IP Spares pursuant to Article 7, at least [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION] prior to each Scheduled Delivery Date. d. With respect to this Article 10c. For the purposes hereof, Embraer shall provide for use in accordance with the Agreement at no cost to Buyer, reasonable office space and communication facilities (telephone and facsimile) for Buyer's authorized representatives, as well as the necessary tools, measuring devices, test equipment and technical and other assistance as may be necessary to perform acceptance tests. e. d. Buyer's authorized representatives shall be provided with all appropriate Embraer rules and regulations upon arrival and 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. e. 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 of and to the extent caused by 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 agentsas provided in Article 33.

INSPECTION AND QUALITY CONTROL. a. 10.1 Buyer is hereby permitted allowed to have one or more authorized representative at Embraer's facilities * to assure * according to the applicable quality control standards. Buyer shall communicate to Embraer the name of such representative, by means of written notice, at least thirty (30) days prior to the date of the representative's arrival. The presence of such representative shall not unduly disturb the normal activities of Embraer. 10.2 Buyer is hereby allowed to have * of authorized representatives at Embraer's facilities for a period commencing [*] prior to the Contractual Delivery Date of each Aircraft in order to assure that perform the Aircraft, Spares inspection 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 acceptance tests on the Aircraft and Spares to Embraer. b. Spares. Buyer shall communicate to Embraer the names of its authorized such representatives, by means of written notice, at least fifteen (15) days * prior to the arrival relevant Aircraft Scheduled Inspection Date. 10.3 One or more of the authorized representatives. Buyer may substitute authorized representativesrepresentatives referred to in Article 10.2 above, provided written notice is given to Embraer fifteen (15) calendar days prior to effectivity. c. Such or other representatives may also duly appointed by Buyer, shall be authorized to sign the appropriate acceptance and transfer of title and risk documents and accept take delivery of the Aircraft and Spares pursuant to Article 7. d. With respect to this Article 1010.4 For the purposes hereof, Embraer shall provide for use in accordance with the Agreement provide, at no cost charge to Buyer, room space with 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. 10.5 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. 10.6 Buyer's authorized representatives representative 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 attributable to negligence, gross negligence or willful misconduct of such authorized representatives while at Embraer, its officers, directors, employees or agents's facilities.

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. a. 10.1 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 Aircraft was 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. Buyer's representatives shall be allowed to observe certain intermediate stages of the Aircraft assembly during its manufacture. b. 10.2 Buyer shall communicate to notify Embraer of the names name of its each of such authorized representatives, by means of notice, representative at least fifteen (15) days prior [*] and which Aircraft it desires to the arrival follow and which phase of the authorized representativesproduction process it desires to observe. Buyer's representatives shall not interfere with or hinder the production or manufacture of any Aircraft. Buyer may substitute authorized representatives, provided written notice is given to Embraer fifteen (15) calendar days prior to effectivity.[*] c. 10.3 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. 10.4 With respect to this Article 10, Embraer shall provide for use in accordance with the Agreement at no cost to Buyer, communication facilities (internet access, 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. 10.5 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. 10.6 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.