Weagree model clause library clause. Requires ‘acceptance’ for each deliverable under an SOW on time. Partial acceptance tests may not be required from the customer (i.e. customer may refuse acceptance testing if deliverables are not (clearly) complete or completed.
Acceptance tests lead to payment of the milestone (if the milestones meet the specifications), or to an obligation to fix any defects within the agreed time schedule (no postponement of deliverables if service provider fails to meet the criteria). In case of disagreement whether milestones meet the specifications, expert determination is provided.
Although legally unnecessary, the clause provides that payment by the customer does not constitute ‘acceptance’.
(IP) ownership in milestones vests in the customer as from the moment service provider creates the deliverable, regardless whether delivery has already taken place (and regardless of ‘acceptance’).