Common use of Seller Changes Clause in Contracts

Seller Changes. (a) Seller shall not incorporate any engineering change to the Products without Buyer’s prior written consent in accordance with Buyer’s established ECO process. Seller shall notify Buyer of any engineering change proposed by Seller to the Products, and shall supply a written description of the expected effect of the engineering change on the Products, including the possible effect on price, performance, safety, reliability and serviceability as part of the proposed engineering change. Buyer, at its discretion, may elect to incorporate or not to incorporate any Seller-proposed engineering change to the Product design. If any Seller-proposed engineering change is accepted by Buyer and is incorporated into the Product design resulting in reduced Product price, Seller and Buyer will share in the resulting cost savings, based on the following schedule: 0-60 days 100% to Seller 61-120 days 50% to Seller: 50% to Buyer after 120 days 100% to Buyer (b) If a Seller-proposed engineering change is accepted by Buyer, the Parties agree to amend the unit price and purchase order accordingly, and the new product price shall apply to all Products delivered hereunder which include the Seller-proposed engineering change. Seller agrees that any and all Seller-proposed engineering changes shall belong to and be the exclusive property of the Buyer. Once the proposed engineering change is accepted by Buyer, Buyer assumes all liabilities for excess and obsolete inventory and materials resulting from such change that cannot be re-purposed by Seller as if such change had been proposed and adopted by the Buyer. (c) Buyer owns all the intellectual property rights related to the Products and all such rights in any enhancements, improvements, derivatives thereof and changes thereto. Seller hereby assigns to Buyer any and all intellectual property rights in and to Seller-proposed engineering changes to the Products. Seller reserves all rights not expressly granted to Buyer hereunder.

Seller Changes. (a) Seller shall not incorporate any engineering change to the Products without Buyer’s 's prior written consent in accordance with Buyer’s established ECO processconsent. Seller shall notify Buyer of any engineering change proposed by Seller to the Products, and shall supply a written description of the expected effect of the engineering change on the Products, including the possible effect on price, performance, safety, reliability and serviceability as part of the proposed engineering changechange and any anticipated costs for obsolete materials. Buyer, at its discretion, may elect to incorporate or not to incorporate any Seller-proposed engineering change to the Product designdesign and shall notify Seller of its decision within 30 (thirty) days of receipt of Seller's proposal. If any Seller-proposed engineering change is accepted by Buyer and is incorporated into the Product design resulting in reduced Product price, Seller and Buyer will share in the resulting cost savings, based on the following schedule: 0-schedule (days are represented as calendar days following Buyer's approval): 0 - 60 days 100% to Seller 61-120 days 61 - l20days 50% to Seller: 50% to Buyer 121 - 180 days 25% to Seller: 75% to Buyer after 120 days 180 nays 100% to Buyer (b) If a Seller-proposed engineering change is accepted by Buyer, the Parties parties agree to amend the unit price and pending purchase order accordingly, and the new product price shall apply to all Products delivered hereunder which include the Seller-proposed engineering change. . (c) Seller agrees that any and all Seller-proposed engineering changes shall belong to and be the exclusive property of the Buyer. Once the proposed engineering change is accepted by Buyer, Buyer assumes all liabilities for excess and the change (including obsolete inventory and materials resulting from such change that cannot be re-purposed previously identified by Seller Seller) as if such change it had been proposed and adopted by the Buyer. (c) Buyer owns all the intellectual property rights related to the Products and all such rights in any enhancements, improvements, derivatives thereof and changes thereto. Seller hereby assigns to Buyer any and all intellectual property rights in and to Seller-proposed engineering changes to the Products. Seller reserves all rights not expressly granted to Buyer hereunder.