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Deliverables: Dependencies

Commercial Contract

Deliverables: Dependencies

Contractors are often subject to a written schedule or timetable for the delivery of specified products as set forth in an exhibit, SOW, or other contractual document.  These documents often specify penalties for any delays.  A contractor can protect itself from liability for a delay in delivering a contracted product by relying on the client’s ability to address certain events or actions upon which the contractor’s ability to deliver are dependent (so-called “dependencies”):

Exemplar C24C-1

Any delay in providing required Deliverables will result in a day-for-day extension of the schedule. Contractor will not be penalized for any delays caused by factors outside of Contractor’s control. The Delivery Dates may change because of factors outside of Contractor’s control, such as, but not limited to:

- Delay in resolving detailed definition and description of user stories and related acceptance criteria;

- Delay or change in defining supported hardware platforms;

- New features added;

- Changes in Licensee specified requirements (such as the need/ability to root devices);

- Delay in the definition of API’s for integration with non-Contractor provided software components;

- Change in non-Contractor software component integration APIs;

- Delay in delivery of UI Specifications and wireframes wherever necessary;

- Delay in delivery of non-Contractor provided software component for integration and testing; and

- Delay in delivery of test devices or delivery of sufficient quantity of test devices for Contractor development and test teams.

Exemplar C24C-2

The following Code Release/Deliverables schedule is based on dependencies, including third-party deliverables. Neither party shall be responsible for delays of schedule due to conditions outside its respective control where they relate to third party deliverables.  Supplier will notify Customer in writing when a third-party deliverable will not be delivered on time due to a condition outside their control.

Exemplar C24C-3

Contractor will make every effort to achieve the target resolution time and ensure that the system is up and running at an acceptable level; however, the time needed to provide a permanent Platform related correction may vary depending on the amount of coding, testing and third-party coordination needed for the correction. In the event Contractor’s resolution to an Error is negatively impacted due solely to Client’s or a Third-Party’s delayed response to Contractor 's request for additional information to correct an Error, the resolution times provided above will be extended by an amount of time proportionate to such delay. Both  parties may agree that due to technical dependencies and other factors, certain Errors classified as Low and Medium may be resolved in the next Release rather than in a production patch.

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