22.COMPLIANCE WITH LAW
The Seller shall comply, and secure compliance by its sub-vendors, with all applicable laws or regulations in connection with the Goods and services to be performed hereunder.
If the Seller discovers any variance between the provisions of applicable laws and regulations and the drawings, specifications and other technical data furnished by the Buyer, the Seller shall promptly notify the Buyer in writing thereof and obtain necessary changes from the Buyer before proceeding with the part of services affected thereby.
Failure of the Seller to so notify the Buyer shall constitute default of the Agreement to which Article 16 shall apply.
23.NON-WAIVER
Any provision of the Agreement shall not be considered to be waived by the Buyer unless such notice of waiver is given in writing by the Buyer. Even if such notice has been given, such waiver shall not be construed as being a waiver of any other past or future right of the Buyer under the provisions of the Agreement, unless otherwise expressly stipulated therein. Failure of the Buyer to insist upon strict performance of any of the terms and conditions hereof, or failure or delay of the Buyer to exercise any act, right, or remedy provided herein or by law shall not relieve the Seller of liability under any guarantee or of obligations under the Agreement and shall not be deemed a waiver of any right of the'Buyer to insist upon strict fulfillment of the Agreement or of any of the Buyer's right or remedies as to the Goods.
24.BUYER'S RIGHTS
The Buyer shall avail the benefit of any right of set-off, counterclaim, recoupment or other such rights which the Buyer may have against the Seller.
The Seller shall promptly notice the Buyer when the Seller makes invention(s) in relation to or with respect to the supply of the Goods, and shall consult with the Buyer in advance when the Seller files and application for patent, utility model, design or other intellectual property. Title to such inventions(s) shall vest solely in the Buyer should it be created based on the technical information provided by the Buyer. The Seller shall grant the Buyer no-exclusive license with right to sublicense under the most favorable conditions with respect to other inventions(s) title to which vests in the Seller.