Common use of Non-Conforming and Undelivered Goods Clause in Contracts

Non-Conforming and Undelivered Goods. If any shipment of Products intended by INFRAREDX to be delivered to Distributor in response to any order contains any non-conforming Product, contains fewer than the number of units of Products ordered by Distributor or is not delivered to Distributor on the date agreed upon by the parties, then Distributor shall notify INFRAREDX by facsimile or electronic mail within fifteen (15) days following such date that Distributor finds such non-conformity of Product, that of the number of units, or non-delivery on time, precisely specifying the non-conformity or non-delivery in question. If Distributor fails to provide INFRAREDX on a timely basis with any notice required by this Subsection 3(i) with respect to any shipment of Products ordered by Distributor, then Distributor shall be deemed to have acknowledged the timely delivery and conformity of all Products covered by that order. INFRAREDX acknowledges that Distributor will conduct inspection of the delivered Products only with appearance of unpacked shipping cartons.