Common use of Evaluation and Acceptance Clause in Contracts

Evaluation and Acceptance. Distributor will evaluate all Delivery Materials for technical acceptance promptly after their receipt. All Delivery Materials will be considered technically satisfactory and accepted by Distributor unless within ten (10) days after receipt Distributor gives Licensor Notice specifying any technical defect. If Distributor's notice is accurate, then Licensor will, at its election, either: (i) timely correct the defect and redeliver the effected Delivery Materials; or (ii) deliver new replacement Delivery Materials; or (iii) exercise its rights of suspension or withdrawal pursuant to Paragraph 17. If Distributor has undertaken a Theatrical Release or Video Release of the Picture or begun exploiting any Licensed Right, then any alleged defect will be deemed waived by Distributor.