Common use of Fees Payments Clause in Contracts

Fees Payments. We will pay You based on our negotiated terms. Agero shall pay to You the charges at the rates and on the basis set forth in the Service Contract (the “Charges”). All of Your obligations and services described in the Service Contract are included in the Charges and no additional compensation shall be due to You other than the Charges unless specifically authorized by Agero. You agree that You may not charge the consumer additional fees for the Services unless specifically authorized by Agero. Within 120 days of performing the Services, You must submit invoices to Agero with the pricing detail and in a format and on the media in accordance with Agero’s policies and procedures. Invoices received after 120 days may be denied at the discretion of Agero. You agree to provide Agero with supporting documentation and other information as reasonably requested to verify the accuracy of any invoice. Requests for additional payments and payment disputes must be submitted in writing within 60 days from Your receipt of payment on the original submitted request. Any payment by Agero is without prejudice to either party’s right to contest the accuracy of any Charges or paid amounts; provided that You must submit any claims related to amounts paid within 60 days from Your receipt of payment on the original submitted request. From time to time, Agero may verify, check, monitor and audit the submissions it receives from You, including but not limited to mileage submissions, through the use of manual or computerized technology. Such verifications or audits may result in reduced payments to You based on, among other items, fewer allowed miles, incorrect rates or contested services. As used in the rate agreement or Service Contract, the term “miles” shall mean audited miles as verified by Agero. Agero reserves the right to deduct amounts or expenses owed by, or inappropriately submitted by, You against Charges that are otherwise payable to You. Agero will provide You with notice of any set-offs and opportunity to contest; provided however, that You must contest any deduction or set-off within 60 days of receiving such notice. The exercise of this right of set-off shall not affect the parties’ respective rights to other remedies under contract, at law or in equity.

Fees Payments. We 8.1 Customer agrees to pay for all Products or services ordered in the Order Form. The services shall be invoiced to Customer annually in advance unless otherwise agreed in the Order Form. All fees due under this Agreement are non-cancellable and the sums paid are non-refundable. All amounts invoiced hereunder are due and payable within 30 days of the date of the invoice. 8.2 Customers are responsible to pay for any sales, value-added or other similar taxes imposed by applicable law that ActiveState must pay based on the services ordered, except for taxes based on ActiveState’s income. Fees for services listed on the Order Form are exclusive of taxes and expenses, including any wire transfer or other banking payment related fees. All fees are exclusive of all goods and services tax (GST), foreign export duties, withholding taxes, or any other similar taxes, however designated or levied against the sale, and/or use of the services. Customers will pay You based on our negotiated terms. Agero any such tax ActiveState may be required to collect or pay. 8.3 Customer shall pay to You the charges ActiveState interest at the rates a rate of one and a half percent (1.5%) per month on the basis set forth balance remaining unpaid, beyond the payment due date. Any expenses associated with collections on past due invoices will be paid by the Customer. 8.4 Disputes for invoiced items must be received by ActiveState in writing explaining the Service Contract reason for dispute along with the supporting documentation supporting the claim within ten (10) business days of Customer’s receipt of invoice. Payment for the “Charges”). All total amount of Your obligations and services described invoice, excluding the item(s) in the Service Contract are included in the Charges and no additional compensation any written dispute notice, shall be due pursuant to You other than the Charges unless specifically authorized by Ageroinvoice terms. You agree that You may not charge the consumer additional fees for the Services unless specifically authorized by Agero. Within 120 ActiveState will use its reasonable efforts to respond to any disputed item within ten (10) business days of performing receipt of notice of the Serviceswritten dispute. Once any dispute is resolved, You must submit invoices invoice shall be paid within ten (10) days. 8.5 The Customer agrees to Agero with pay ActiveState for any continued and unauthorized use of the pricing detail and in a format and Service during the Initial Term, Renewal Term, or after termination or expiration of this Agreement. The Customer will pay for usage based on the media in accordance with Agero’s policies and procedurescurrent applicable rates. Invoices received after 120 days may be denied at the discretion of Agero. You agree to provide Agero with supporting documentation and other information Unauthorized use identified by ActiveState as reasonably requested to verify the accuracy of any invoice. Requests for additional payments and payment disputes must be submitted in writing within 60 days from Your receipt of payment on the original submitted request. Any payment by Agero is without prejudice to either party’s right to contest the accuracy of any Charges or paid amounts; provided that You must submit any claims related to amounts paid within 60 days from Your receipt of payment on the original submitted request. From time to time, Agero may verify, check, monitor and audit the submissions it receives from You, including but not limited to mileage submissions, through the continued use of manual or computerized technology. Such verifications or audits may result in reduced payments the Service after it has been terminated, shall imply a request from the Customer to You based onautomatically renew the Order Form under which the Service was last provided at current applicable rates, among other itemsfor an additional Renewal Term, fewer allowed miles, incorrect rates or contested services. As used in and the rate agreement or Service Contract, the term “miles” shall mean audited miles as verified Customer will be bound by Agero. Agero reserves the right to deduct amounts or expenses owed by, or inappropriately submitted by, You against Charges that are otherwise payable to You. Agero will provide You with notice of any set-offs and opportunity to contest; provided however, that You must contest any deduction or set-off within 60 days of receiving such notice. The exercise of this right of set-off shall not affect the parties’ respective rights to other remedies under contract, at law or in equityAgreement.

Fees Payments. We 6.1 Customer agrees to pay for all Products or services ordered in the Quote. The services shall be invoiced to Customer annually in advance unless otherwise agreed in the Quote. All fees due under this Agreement are non-cancellable and the sums paid are non-refundable. All amounts invoiced hereunder are due and payable within 30 days of the date of the invoice. 6.2 Customer is responsible to pay for any sales, value-added or other similar taxes imposed by applicable law that ActiveState must pay based on the services ordered, except for taxes based on ActiveState’s income. Fees for services listed on the Quote are exclusive of taxes and expenses. All fees are exclusive of all goods and services tax (GST), foreign export duties, withholding taxes, or any other similar taxes, however designated or levied against the sale, and/or use of the services. Customer will pay You based on our negotiated terms. Agero shall pay to You the charges at the rates and on the basis set forth in the Service Contract (the “Charges”). All of Your obligations and services described in the Service Contract are included in the Charges and no additional compensation shall be due to You other than the Charges unless specifically authorized by Agero. You agree that You may not charge the consumer additional fees for the Services unless specifically authorized by Agero. Within 120 days of performing the Services, You must submit invoices to Agero with the pricing detail and in a format and on the media in accordance with Agero’s policies and procedures. Invoices received after 120 days any such tax ActiveState may be denied at the discretion of Agerorequired to collect or pay. You agree to provide Agero with supporting documentation and other information as reasonably requested to verify the accuracy of any invoice. Requests for additional payments and payment disputes must be submitted in writing within 60 days from Your receipt of payment on the original submitted request. Any payment by Agero is without prejudice to either party’s right to contest the accuracy of any Charges or paid amounts; provided that You must submit any claims related to amounts paid within 60 days from Your receipt of payment on the original submitted request. From time to time, Agero may verify, check, monitor and audit the submissions it receives from You, including but not limited to mileage submissions, through the use of manual or computerized technology. Such verifications or audits may result in reduced payments to You based on, among other items, fewer allowed miles, incorrect rates or contested services. As used in the rate agreement or Service Contract, the term “miles” shall mean audited miles as verified by Agero. Agero ActiveState reserves the right to deduct amounts increase fees upon the anniversary of this Agreement, with thirty (30) calendar days’ prior written notice to Customer. 6.3 Customer shall pay ActiveState interest at a rate of one and a half percent (1.5%) per month on the balance remaining unpaid, beyond the payment due date. Any expenses associated with collections on past due invoices will be paid by Customer. 6.4 Disputes for invoiced items must be received by ActiveState in writing explaining the reason for dispute along with the supporting documentation supporting the claim within ten (10) business days of Customer’s receipt of invoice. Payment for the total amount of invoice, excluding the item(s) in any written dispute notice, shall be due pursuant to the invoice terms. ActiveState will use its reasonable efforts to respond to any disputed item within ten (10) business days of receipt of notice of the written dispute. Once any dispute is resolved, invoice shall be paid within ten (10) days. 6.5 The Customer agrees to pay ActiveState for any continued and unauthorized use of the ActiveState Platform and or expenses owed byConcurrent Runtime Subscriptions over the authorized usage cap stated herein, during the Initial Term, Renewal Term, or inappropriately submitted by, You against Charges that are otherwise payable to You. Agero will provide You with notice of any set-offs and opportunity to contest; provided however, that You must contest any deduction or set-off within 60 days of receiving such noticeafter termination. The exercise Customer will pay for usage based on the current applicable usage rates. Unauthorized use identified by ActiveState as continued use of this right of set-off the Service after it has been terminated, shall not affect imply a request from the parties’ respective rights Customer to other remedies automatically renew the Quote under contractwhich the Service was last provided, at law or in equityaccordance with section 5.1. for an additional Renewal Term, and the Customer will be bound by the terms and conditions stated herein.

Fees Payments. We 7.1 Customer agrees to pay for all Products or services ordered in the Quote. The services shall be invoiced to Customer annually in advance unless otherwise agreed in the Quote. All fees due under this Agreement are non-cancellable and the sums paid are non-refundable. All amounts invoiced hereunder are due and payable within 30 days of the date of the invoice. 7.2 Customer is responsible to pay for any sales, value-added or other similar taxes imposed by applicable law that ActiveState must pay based on the services ordered, except for taxes based on ActiveState’s income. Fees for services listed on the Quote are exclusive of taxes and expenses. All fees are exclusive of all goods and services tax (GST), foreign export duties, withholding taxes, or any other similar taxes, however designated or levied against the sale, and/or use of the services. Customer will pay You based on our negotiated terms. Agero shall pay to You the charges at the rates and on the basis set forth in the Service Contract (the “Charges”). All of Your obligations and services described in the Service Contract are included in the Charges and no additional compensation shall be due to You other than the Charges unless specifically authorized by Agero. You agree that You may not charge the consumer additional fees for the Services unless specifically authorized by Agero. Within 120 days of performing the Services, You must submit invoices to Agero with the pricing detail and in a format and on the media in accordance with Agero’s policies and procedures. Invoices received after 120 days any such tax ActiveState may be denied at the discretion of Agerorequired to collect or pay. You agree to provide Agero with supporting documentation and other information as reasonably requested to verify the accuracy of any invoice. Requests for additional payments and payment disputes must be submitted in writing within 60 days from Your receipt of payment on the original submitted request. Any payment by Agero is without prejudice to either party’s right to contest the accuracy of any Charges or paid amounts; provided that You must submit any claims related to amounts paid within 60 days from Your receipt of payment on the original submitted request. From time to time, Agero may verify, check, monitor and audit the submissions it receives from You, including but not limited to mileage submissions, through the use of manual or computerized technology. Such verifications or audits may result in reduced payments to You based on, among other items, fewer allowed miles, incorrect rates or contested services. As used in the rate agreement or Service Contract, the term “miles” shall mean audited miles as verified by Agero. Agero ActiveState reserves the right to deduct amounts increase fees upon the anniversary of this Agreement, with thirty (30) calendar days’ prior written notice to Customer. 7.3 Customer shall pay ActiveState interest at a rate of one and a half percent (1.5%) per month on the balance remaining unpaid, beyond the payment due date. Any expenses associated with collections on past due invoices will be paid by Customer. 7.4 Disputes for invoiced items must be received by ActiveState in writing explaining the reason for dispute along with the supporting documentation supporting the claim within ten (10) business days of Customer’s receipt of invoice. Payment for the total amount of invoice, excluding the item(s) in any written dispute notice, shall be due pursuant to the invoice terms. ActiveState will use its reasonable efforts to respond to any disputed item within ten (10) business days of receipt of notice of the written dispute. Once any dispute is resolved, invoice shall be paid within ten (10) days. 7.5 The Customer agrees to pay ActiveState for any continued and unauthorized use of the ActiveState Platform and or expenses owed byConcurrent Runtime Subscriptions over the authorized usage cap stated herein, during the Initial Term, Renewal Term, or inappropriately submitted by, You against Charges that are otherwise payable to You. Agero will provide You with notice after termination or expiration of any set-offs and opportunity to contest; provided however, that You must contest any deduction or set-off within 60 days of receiving such noticethis Agreement. The exercise Customer will pay for usage based on the current applicable usage rates. Unauthorized use identified by ActiveState as continued use of this right of set-off the Service after it has been terminated, shall not affect imply a request from the parties’ respective rights Customer to other remedies automatically renew the Quote under contractwhich the Service was last provided, at law or in equityaccordance with Section 6.1. for an additional Renewal Term, and the Customer will be bound by the terms and conditions stated herein.

Fees Payments. We will pay You based on our negotiated terms. Agero shall pay to You the charges at the rates and on the basis set forth in the Service Contract (the “Charges”). All of Your obligations and The services described in the Service Contract are included in Order Agreement (the Charges and no additional compensation Order) shall be due to You other than the Charges unless specifically authorized by Agero. You agree that You may not charge the consumer additional fees performed for the Services unless specifically authorized service fee specified. Additional work requested by AgeroCustomer and / or overages shall be subject to standard hourly rates as stated in Order. Within 120 days of performing the Services, You must submit invoices to Agero with the pricing detail and in a format and on the media in accordance with Agero’s policies and procedures. Invoices received after 120 days may Unused hours shall be denied void at the discretion end of Agerothe contract term or upon termination. You agree to provide Agero with supporting documentation and other information as reasonably requested to verify the accuracy of any invoice. Requests for additional payments and payment disputes must be submitted in writing within 60 days from Your receipt of payment on the original submitted request. Any payment by Agero is without prejudice to either party’s right to contest the accuracy of any Charges or paid amounts; provided that You must submit any claims related to amounts paid within 60 days from Your receipt of payment on the original submitted request. From time to time, Agero may verify, check, monitor and audit the submissions it receives from You, Professional Services including but not limited to mileage submissionscustom development and integration services are offered in pre-purchased blocks of hours with 10% allocable to project management and 10% allocable to quality assurance activities. Customer shall submit milestone approvals within three (3) business days. Solodev shall not be responsible for Customer delays that fall outside of Solodev’s sole control. In the event a project is delayed due to Customer caused delays, through additional project management hours shall be required. Solodev makes no guarantees about any block of hours being sufficient for Customer’s project initiative. Overages and additional requested hours shall be subject to additional blocks of hours or billed at standard hourly rate as noted within the use Agreement or the Order. All services are to be completed during regular business hours or shall be subject to emergency rates. Upon execution of manual the Agreement or computerized technologythe Order, Customer shall be charged by or pay to Solodev the fees specified in the Order or otherwise specified herein. Except as otherwise specified herein or in an Order, (i) fees are based on Services purchased and not actual usage, (ii) other than due to Solodev’s intentional material breach or as otherwise set forth in this agreement, payment obligations are non-cancelable and fees paid are non-refundable, (iii) quantities purchased cannot be decreased during the Contract Period unless otherwise agreed upon by the parties, or (iv) Services purchased cannot be decreased nor downgraded during the Contract Period unless otherwise agreed upon by the parties. All charges under this Agreement are due and payable on the due date of the invoices unless otherwise agreed to in writing. Customer shall pay the Fees due within fifteen (15) days from the invoice date. If Customer's undisputed payment is overdue by fifteen (15) days or more, Solodev may suspend the associated Services and any other services Customer receives from Solodev on written notice. Solodev shall undertake collection efforts prior to suspension. For credit card payments, Customer shall provide Solodev valid and updated credit card information. By providing credit card information to Solodev, Customer authorizes Solodev to charge such credit card for all Purchased Services listed in the Order for the Initial Contract Period and any subsequent, renewal Contract Period(s) unless terminated sooner. Such verifications charges shall be made in advance, either annually or audits may result in reduced payments to You based on, among other items, fewer allowed miles, incorrect rates or contested services. As used accordance with any different billing frequency stated in the applicable Order. Solodev accepts checks and electronic wire transfers. In the event Customers selects to pay via a credit card, processing fee of three percent (3%) shall be applied. Customer is responsible for providing complete and accurate billing and contact information to Solodev and notifying Solodev of any changes to such information. Solodev fees do not include any taxes, levies, duties or similar governmental assessments of any nature. In addition to the fees specified in this Section, Customer shall pay the amount of any applicable federal, state or local sales, use, excise or similar taxes not measured by the income of Solodev or, in lieu thereof, Customer shall furnish to Solodev a properly executed tax exemption certificate. Payments are due fifteen (15) days of the date of invoice unless subject to legitimate dispute as to sums owed. Bills will be deemed delinquent and assessed $85 charge if payment is not received within seven (7) days after the due date. If an amount remains delinquent more than fourteen (14) days after its due date, an additional ten percent (10%), or the highest rate agreement allowable by law, will be added for each month of delinquency. Solodev shall notify Customer of past due balances and may suspend all Services to Customer until past due amounts are paid in full. For monthly billing, unless otherwise agreed in the Order or modified via request, Services are billed, or credit card charged in advance on the first day of then current month and payments are due fifteen (15) days of the date of invoice. For recurring services if extended contract period is selected, percent discounts may apply. For one-time, non-recurring billing, unless otherwise agreed in the Order or modified via request, Services are billed one hundred percent (100%) on the Effective date for services less than $25,000 and fifty percent (50%) in advance on the Effective Date and fifty percent (50%) on or around a date the Service Contractis delivered for services more than $25,000. For annual billing, Services are billed upon receipt of the Order and then annually, on the first day of then current year. The Customer will be responsible for any costs Solodev incurs in enforcing collection of any undisputed amounts due under this Agreement or the Order, including without limitation, reasonable attorney's fees, court costs, and collection agency fees. The Customer will be responsible for costs due to insufficient funds and other charges that are incurred in connection with payment processing for the Customer's account. Solodev has the right to charge the Customer Non-Enough Funds (NSF) fees if the Customer’s payment method is check and it was returned by the bank due to insufficient funds. The fee is Thirty-five dollars (USD $35) in the United States. If the Customer pays by credit card or ACH or EFT, then Solodev will charge the Customer's credit card or bank account (as applicable) to pay for any charges that may apply to the Customer's account. The Customer agrees to notify Solodev of any changes to the Customer's account, the term “miles” shall mean audited miles as verified by AgeroCustomer’s billing address, or any information that Solodev may reasonably require in order to process the Customer's payments in a timely manner. Agero Upon expiration of the Initial Term, Solodev reserves the right to deduct amounts increase its fees 10% without notice or expenses owed by, or inappropriately submitted by, You against Charges that are otherwise payable to Youhigher percentage with 15 day advanced notice year over year. Agero Price increases will provide You with notice of any set-offs and opportunity to contestnot affect Customers during their Initial Contract Term; provided however, that You must contest may apply during any deduction subsequent Renewal Terms. All Services and deliverables, excluding any Customer or setUser data or other pre-off within 60 days existing intellectual property, confidential or proprietary information of receiving such notice. The exercise the Customer and its Users, thereof remain the sole property of this right of set-off shall not affect the parties’ respective rights to other remedies under contract, at law or in equitySolodev until a full payment is received.