NORTEL NETWORKS' PRODUCT QUALIFICATION AND ACCEPTANCE PROGRAM Sample Clauses

NORTEL NETWORKS' PRODUCT QUALIFICATION AND ACCEPTANCE PROGRAM. 4.1 Avanex undertakes to supply Products which comply with the Specifications. Except as otherwise set forth herein, prior to being purchased by Nortel Networks, the products listed in Exhibit A, Part II will undergo a program of evaluation, qualification and acceptance by Nortel Networks ("Acceptance Program") to verify their compliance with the Specifications. Products listed in Exhibit A, Part I have been accepted by Nortel Networks in accordance with this Section 4. The Acceptance Program will be conducted in accordance with Exhibit B, Part II. 4.2 It is acknowledged by Avanex that circumstances may arise where Nortel Networks will desire to purchase one or more products as are listed in Exhibit A, Part II, prior to acceptance thereof in accordance with this Section 4. Such circumstances will be examined in good faith by the Parties on a case-by-case basis. In the event Avanex accepts to sell any one of the products, Nortel Networks will issue Purchase Order(s) covering same and the provisions of Section 4.6 shall be applicable to such Purchase Order(s) which, for the purpose of determining the rights and obligations of the Parties hereunder, shall be deemed to have been issued in respect of Products. Avanex shall not unreasonably refuse to accept Nortel Networks' Purchase Orders covering products. 4.3 Acceptance by Nortel Networks of the products will take place upon successful completion by Nortel Networks of its Acceptance Program. Nortel Networks will notify Avanex in writing of its acceptance of the products within three (3) Business Days from successful completion of its Acceptance Program. 4.4 In the event that in the course of the carrying out of the Acceptance Program, Nortel Networks determines that the products fail to comply with the Specifications, Nortel Networks will promptly notify Avanex in writing of such failure, with reasonable detail, and upon receipt of such notice, Avanex will, at its expense, take prompt and effective action to correct the notified deficiencies by the applicable Acceptance Date, as such term is hereafter defined. Product acceptance dates shall be mutually agreed upon by the Parties on a case-by-case basis, (herein referred to as "Acceptance Date"), or extensions thereof, if any, granted in writing by Nortel Networks. In such case, acceptance of the products will take place upon verification by Nortel Networks that the notified deficiencies have been corrected, and accepted products shall become Products hereunde...