Schedule and Duration Sample Clauses

Schedule and Duration. UPI will commence and use commercially reasonable efforts to perform and complete the Software Integration Services in accordance with the schedule mutually agreed upon by the parties. if a schedule is not agreed upon, UPI will commence performance upon notice to proceed from AT&T and will thereafter diligently prosecute the Software Integration Services to completion. The parties agree that UPI will complete all Beta testing of the UPI Software and the Application Server Software, and deliver tested UPI Software and Application Server Software which meets the criteria listed on Exhibit H, on or before June 17, 1996, but in no event will UPI be obligated to complete such testing or achieve the Launch Date prior to sixty (60) days after receipt by UPI of a commercial quality wireless communications device/telephone (as determined by AT&T) from at least one of its independent vendors for UPI's testing purposes. Without limiting the generality of any provision of this Agreement, any failure to complete the Beta testing or achieve the Launch Date within two (2) months after the later of June 17, 1996, or the expiration of the above sixty (60) day period will be conclusively deemed to constitute a material breach of this Agreement and entitle AT&T, at its sole option and in addition to all other rights or remedies to which it may be entitled under this Agreement or by law, to immediately terminate this Agreement as provided in paragraph 8.2.1 or to negotiate a reduction in the dollar and percentage usage fees specified in Exhibit G. For purposes of this Agreement, an "Alpha" version means a version in which all features are implemented and which is suitable for internal testing, and a "Beta" version means the first version in which all features are functional and which is ready for installation and testing on external units.