Common use of Integration Fee Clause in Contracts

Integration Fee. On a monthly basis, Shopify will bill Partner and Partner agrees to pay Shopify a fee of $[***] USD, together with any applicable taxes (“Integration Fee”), with respect to each Shopify Plus Merchant, where all of the following circumstances apply: (a) the Shopify Plus Merchant was on Shopify’s Plus program at the end of the relevant month; (b) one or more of the Shopify Plus Merchant’s Covered Stores (defined below) has the Exempt App installed at both the beginning and at the end of the relevant month; and (c) the Exempt App received a webhook request and/or made any API calls against one or more of the Shopify Plus Merchant’s Covered Stores in the relevant month. If the Exempt App does not use API calls or webhooks to provide functionality on a Covered Store, the calculation of the Integration Fee will be on the basis as agreed to between Shopify and Partner. 1. For purposes of [***]: (i) [***]; and (ii) [***] means the [***], as measured by the [***]. 2. If the Exempt App is installed on one or more Covered Stores for a particular Shopify Plus Merchant, the Integration Fee will only apply once in respect of the Exempt App. 3. For the avoidance of doubt, the Integration Fee will be effective on the first day of the first month following the RSA Effective Date. 4. Beginning January 1, 2023, the Integration Fee may be increased annually (i.e., effective January 1, 2023 and on each anniversary thereof (the “Escalator Effective Date”)) upon written notice by Shopify to Partner provided on or before the November 1st preceding the applicable Escalator Effective Date (the “Notice Date”). Such annual increase (the “Escalator”) will not exceed the lesser of (a) [***] percent ([***]%) and (b) the greater of (i) [***] and (ii) [***] percent ([***]%).