Common use of RETROFITS Clause in Contracts

RETROFITS. If Nortel shall determine that a need exists to make either Class A Corrective Retrofits or Class B Corrective Retrofits, then Nortel shall so notify Distributor within thirty (30) days of the date of such determination by means of appropriate documentation. Nortel shall use all commercially reasonable efforts to develop required Corrective Retrofits and, when and if such Corrective Retrofits are developed, shall provide to Distributor without charge, one Corrective Retrofit kit for each affected item of Product delivered to Distributor pursuant to this Agreement. Nortel will install all Class A Corrective Retrofit kits with its own personnel, or such personnel as it may contract and at its own expense, provided Distributor first: (1) obtains permission from the affected End User for Nortel personnel to work on the End User's affected Product during normal business working hours and at such time as is reasonably convenient to both Nortel and the End User; and (2) when necessary, obtains the affected End User's permission to take the affected Product out of service during the time necessary to install the Class A Corrective Retrofit kit; and (3) has obtained from the End User a written Agreement protecting Nortel against liability for any incidental, special and/or consequential damages to such End User as a result of performance by Nortel. Installation of Class B Corrective Retrofit kits at affected End User sites shall be the responsibility and obligation of Distributor, at Distributor's expense, unless Nortel is providing post-warranty maintenance to the affected Product under contract to the affected End User, in which case Nortel will install the Class B Corrective Retrofit kit at Nortel's expense. If Nortel shall determine that a need exists to make Regulatory Retrofits, then Nortel shall notify Distributor by means of appropriate documentation. When a Regulatory Retrofit kit is developed, Nortel shall offer, at such price as it may announce, and on its then standard terms and conditions, to provide such Regulatory Retrofit kit for all affected Products delivered to Distributor pursuant to this Agreement.

RETROFITS. If Nortel Elastic Networks shall determine that a need exists to make either Class A Corrective Retrofits or Class B Corrective Retrofits, then Nortel Elastic Networks shall so notify Distributor Nortel Networks within thirty (30) days of the date of such determination by means of appropriate documentation. Nortel Elastic Networks shall use all commercially reasonable efforts to develop required Corrective Retrofits and, when and if such Corrective Retrofits are developed, shall provide to Distributor Nortel Networks without charge, one Corrective Retrofit kit for each affected item of Product delivered to Distributor Nortel Networks pursuant to this Agreement. . 12.5.1 Elastic Networks shall have the option to: (a) request Nortel will Networks to install all Class A Corrective Retrofit kits with its own personnel, or such personnel as it Nortel Networks may contract and at contract: or (b) install all Class A Corrective Retrofit kits using its own expensepersonnel, provided Distributor Nortel Networks first: (1) obtains permission from the affected Nortel Networks' End User and/or Distributor for Nortel Elastic Networks personnel to work on the such End User's and/or Distributor's affected Product during normal business working hours and at such time as is reasonably convenient to both Nortel Elastic Networks and the End UserUser and/or Distributor; and (2) when necessary, obtains the affected such End User's and/or Distributor's permission to take the affected Product out of service during the time necessary to install the Class A Corrective Retrofit kit; and (3) has obtained from the such End User and/or Distributor a written Agreement agreement protecting Nortel Elastic Networks against liability for any incidental, special and/or consequential damages to such End User and/or Distributor as a result of performance by NortelElastic Networks. In the event Elastic Networks elects to have Nortel Networks install all Class A Corrective Retrofit kits, Elastic Networks agrees to pay Nortel Networks for all reasonable deinstallation and installation expenses incurred as a result of the Class A Corrective Retrofits. 12.5.2 Installation of Class B Corrective Retrofit kits at affected Nortel Networks' End User and/or Distributor sites shall be the responsibility and obligation of DistributorNortel Networks, at Distributor's expenseand the expense and timing of such retrofits shall be determined mutually by the Parties on a case by case basis, unless Nortel Elastic Networks is providing post-warranty maintenance to the affected Product under contract to the affected Nortel Networks' End UserUser and/or Distributor, in which case Nortel Elastic Networks will install the Class B Corrective Retrofit kit at Nortel's Elastic Networks' expense. If Nortel Elastic Networks shall determine that a need exists to make Regulatory Retrofits, then Nortel Elastic Networks shall notify Distributor Nortel Networks by means of appropriate documentation. When a Regulatory Retrofit kit is developed, Nortel Elastic Networks shall offer, at such price as it may announce, and on its then standard terms and conditions, to provide such Regulatory Retrofit kit for all affected Products delivered to Distributor Nortel Networks pursuant to this Agreement.