Common use of Payment and Payment Terms Clause in Contracts

Payment and Payment Terms. (a) The price for Display Products and Services shall be the amount designated in an Accepted Order (such amount is referred to herein as the “Purchase Price”). Buyer shall pay the Purchase Price for each Display Product as follows unless otherwise designated in an Accepted Order: (i) 50% of the Display Product List Price as such Display Product List Price is designated on the Accepted Order payable within five (5) days after the Purchase Effective Date (such amount is referred to herein as the “Purchase Deposit”), and Product (such amount is referred to herein as the “Purchase Balance”). The Purchase Price for Services shall be paid in advance of Nanolumens performing the Services and Buyer shall pay such Purchase Price for Services within five (5) days after the invoice date unless otherwise indicated in an Accepted Order. Desired Shipment Availability Dates that may be indicated in an Accepted Order shall automatically be extended on a day-for-day basis for Buyer’s delay in payment of the Purchase Deposit beyond the Purchase Effective Date and for Buyer’s delay in payment of the Purchase Balance according to the payment terms indicated above. In the event that the date of the actual delivery of the Display Product is prior to the due date of the Purchase Balance and Buyer fails to pay the Purchase Balance in full and in a timely manner, then Nanolumens shall have the right (but not the obligation) to void or suspend all or any portion of the Nanolumens Warranty by providing written notice thereof to Buyer and, if applicable, to Buyer Representative. (b) The Purchase Price for Display Products are exclusive of any sales, use or privilege tax, customs duty or import, excise tax based on gross revenue or any similar tax or charge which might be levied as a result of the production, sale or shipment of any Display Products or the use of any Display Products by Buyer except for taxes based on the net income of Nanolumens (such taxes and charges are collectively referred to herein as the “Taxes and Charges”). ▇▇▇▇▇ agrees to pay and otherwise be fully responsible for any Taxes and Charges whenever due. Any personal property taxes assessable on the Display Products after the Shipment Availability Date shall be borne by Buyer. Nanolumens shall have the right, but shall not be obligated, to pay Taxes and Charges directly, in which event Buyer shall promptly reimburse Nanolumens in the amount thereof upon presentation by Nanolumens of evidence of payment. (c) Nanolumens reserves the right to increase the Purchase Price upon thirty (30) days’ written notice to Buyer if there is a material change in third-party costs in connection with the fulfillment of an Accepted Order. (d) If the Services are to be performed more than fifty (50) miles from the Shipment Availability Location, then Nanolumens reserves the right to invoice, and ▇▇▇▇▇ agrees to pay, ▇▇▇▇▇▇▇▇▇▇’ reasonable expenses in connection with the performance of the Services, including, but not limited to, travel and lodging expenses, communications charges and the cost of supplies, but only if ▇▇▇▇▇▇▇▇▇▇ has obtained advance, written consent for incurring such expenses. (e) Nanolumens retains, and by placing an Order Buyer grants to Nanolumens, a security interest in each Display Product and all proceeds thereof until the full Purchase Price therefor and all applicable Taxes and Charges due on or prior to delivery have been paid for the Display Product. Buyer’s rights under such security interest shall be in addition to and shall not prejudice any of Nanolumens’ other remedies at law or inequity. ▇▇▇▇▇ agrees, without further consideration, at any time to do or cause to be done, executed and delivered, all such further acts and instruments as Nanolumens may reasonably request in order to perfect and protect ▇▇▇▇▇▇▇▇▇▇’ security interest in the Display Product, including, without limitation, a financing statement appropriate for filing. (f) Should Nanolumens agree to any payment terms other than those above, Nanolumens will include a monthly service charge of 1.5% per month on amounts outstanding after the due date and ▇▇▇▇▇ agrees to pay said service charges. Nanolumens may accept partial payment in an amount less than the full amount of any invoice, but such acceptance shall not constitute a waiver of Nanolumens’ right to collect the remaining balance, notwithstanding Nanolumens’ endorsement of a check or other negotiable instrument. Buyer shall be liable for any and all costs and expenses (including attorney’s fees) incurred by Nanolumens in enforcing any provision of this Agreement. Nanolumens will not honor any back charges unless approved, in advance, in writing by ▇▇▇▇▇▇▇▇▇▇.

Payment and Payment Terms. (a) The price for Display Products Checks/Credit Cards/ACH are accepted subject to collection, and Services the collection date shall be deemed the amount designated in an Accepted Order (payment date. Seller may apply any check received from Buyer against any of Buyer’s obligation(s) to Seller, under this or any other agreement, regardless of any statement appearing on or referring to such amount is referred check, without discharging Buyer’s liability with respect to herein as the “Purchase Price”). any additional amounts owed by Buyer shall pay the Purchase Price for each Display Product as follows unless otherwise designated in an Accepted Order: (i) 50% of the Display Product List Price as such Display Product List Price is designated on the Accepted Order payable within five (5) days after the Purchase Effective Date (such amount is referred to herein as the “Purchase Deposit”)Seller, and Product (Seller’s acceptance of such amount is referred to herein as the “Purchase Balance”). The Purchase Price for Services shall be paid in advance of Nanolumens performing the Services and Buyer shall pay such Purchase Price for Services within five (5) days after the invoice date unless otherwise indicated in an Accepted Order. Desired Shipment Availability Dates that may be indicated in an Accepted Order shall automatically be extended on a day-for-day basis for Buyer’s delay in payment of the Purchase Deposit beyond the Purchase Effective Date and for Buyer’s delay in payment of the Purchase Balance according to the payment terms indicated above. In the event that the date of the actual delivery of the Display Product is prior to the due date of the Purchase Balance and Buyer fails to pay the Purchase Balance in full and in a timely manner, then Nanolumens shall have the right (but not the obligation) to void or suspend all or any portion of the Nanolumens Warranty by providing written notice thereof to Buyer and, if applicable, to Buyer Representative. (b) The Purchase Price for Display Products are exclusive of any sales, use or privilege tax, customs duty or import, excise tax based on gross revenue or any similar tax or charge which might be levied as a result of the production, sale or shipment of any Display Products or the use of any Display Products by Buyer except for taxes based on the net income of Nanolumens (such taxes and charges are collectively referred to herein as the “Taxes and Charges”). ▇▇▇▇▇ agrees to pay and otherwise be fully responsible for any Taxes and Charges whenever due. Any personal property taxes assessable on the Display Products after the Shipment Availability Date shall be borne by Buyer. Nanolumens shall have the right, but shall not be obligated, to pay Taxes and Charges directly, in which event Buyer shall promptly reimburse Nanolumens in the amount thereof upon presentation by Nanolumens of evidence of payment. (c) Nanolumens reserves the right to increase the Purchase Price upon thirty (30) days’ written notice to Buyer if there is a material change in third-party costs in connection with the fulfillment of an Accepted Order. (d) If the Services are to be performed more than fifty (50) miles from the Shipment Availability Location, then Nanolumens reserves the right to invoice, and ▇▇▇▇▇ agrees to pay, ▇▇▇▇▇▇▇▇▇▇’ reasonable expenses in connection with the performance of the Services, including, but not limited to, travel and lodging expenses, communications charges and the cost of supplies, but only if ▇▇▇▇▇▇▇▇▇▇ has obtained advance, written consent for incurring such expenses. (e) Nanolumens retains, and by placing an Order Buyer grants to Nanolumens, a security interest in each Display Product and all proceeds thereof until the full Purchase Price therefor and all applicable Taxes and Charges due on or prior to delivery have been paid for the Display Product. Buyer’s rights under such security interest shall be in addition to and shall not prejudice any of Nanolumens’ other remedies at law or inequity. ▇▇▇▇▇ agrees, without further consideration, at any time to do or cause to be done, executed and delivered, all such further acts and instruments as Nanolumens may reasonably request in order to perfect and protect ▇▇▇▇▇▇▇▇▇▇’ security interest in the Display Product, including, without limitation, a financing statement appropriate for filing. (f) Should Nanolumens agree to any payment terms other than those above, Nanolumens will include a monthly service charge of 1.5% per month on amounts outstanding after the due date and ▇▇▇▇▇ agrees to pay said service charges. Nanolumens may accept partial payment in an amount less than the full amount of any invoice, but such acceptance check shall not constitute a waiver of Nanolumens’ Seller’s right to collect pursue the collection of any remaining balance, notwithstanding Nanolumens’ endorsement of a check or other negotiable instrument. Buyer shall pay the entire net amount of each invoice rendered by Seller pursuant to the terms of each such invoice without offset or deduction. Payment shall be liable for made in U.S. dollars. Unless otherwise specified, payment terms are net 30 calendar days from invoice date, subject to Seller’s approval of amount and terms of credit. Seller reserves the right to require payment in advance or C.O.D. or to modify credit terms either before or after shipment of goods. Invoices not paid by due date will have a 1.5% per month late payment charge (or the maximum rate allowable by law, if lower) assessed against any and all costs and expenses unpaid balance from the invoice due date until the payment date, together with Seller’s cost of collection (including reasonable attorney’s fees). Goods shall be shipped to Buyer ExWorks (Incoterms 2010) incurred by Nanolumens Seller’s manufacturing facility. Without Buyer’s written instructions, Seller shall select the common carrier but shall not assume liability in enforcing connection with the shipment, nor shall the common carrier be construed to be Seller’s agent. Transportation charges will be collected on delivery or will be invoiced to Buyer. Goods will be shipped in packaging Seller deems appropriate. If Buyer requests special packaging, Buyer shall pay for and accept responsibility and risk for such packaging. Notwithstanding anything in Buyer’s purchase order or in the Incoterms to the contrary, except as provided in Section 10, title of goods shall pass from Seller to Buyer when Seller makes goods available at Seller’s facility to the common carrier or to Buyer. Except as provided in Section 10, risk of loss of or damage to goods shall pass from Seller to Buyer when Seller makes goods available at Seller’s facility to the common carrier or to Buyer. Seller shall attempt to ship goods within 30 calendar days of the Ship Date; provided, however, that Seller shall not be charged with any provision of this Agreement. Nanolumens will not honor liability for any back charges unless approved, in advance, in writing by ▇▇▇▇▇▇▇▇▇▇.delays or failure to perform due to causes or events covered under Section

Payment and Payment Terms. 3.1 As stated in para 2.1 (ad) The price for Display Products and Services supra, the ISASP shall be required to execute separate agreement as and when the amount designated Bank gives any assignment/task/job under this agreement in an Accepted Order (the format provided by the bank and the parties shall mutually agree upon the charges/fees payable for such amount task/job/assignment/services and deliverables to be provided by the ISASP. It is referred hereby clarified that the ISASP shall not be entitled to herein as get any fees or charges from the “Purchase Price”)Bank on account of empanelment of ISASP. Buyer Bank shall pay the Purchase Price fees/charges as fixed for each Display Product as follows unless otherwise designated in an Accepted Order: (i) 50% the individual task/assignments to the ISASP on the terms and conditions of the Display Product List Price as work order/agreement to be executed by the ISASP in favour of the bank while giving such Display Product List Price tasks/jobs/assignment during the empanelment period of 5 years, which is designated reviewed on yearly basis. a. The fees shall be subject to deduction of penalties levied on the Accepted Order ISASP by the Bank in accordance with the provisions of this Agreement or individual agreements of various activities. All payment shall be made after deducting the taxes if any and payment shall be made in Indian Rupees only b. Amounts payable within five (5) days after to the Purchase Effective Date (such amount is referred ISASP as mentioned above shall not be liable for upward revision during the term of this Agreement irrespective of reasons whatsoever including, increase or imposition of new Taxes, duties, levies, octroi, charges etc. c. All undisputed payments shall be made by the Bank by direct credit to herein as the d. If for any reasons the “Purchase Deposit”)contractual period exceeds from the actual tenure for completion of the works stated herein, and Product (such amount is referred to herein as the “Purchase Balance”). The Purchase Price for Services no extra cost, fees or other amounts shall be paid to the ISASP by the Bank due to cost escalation and/or any other reason whatsoever and ISASP shall have to perform all the assignments within the agreed Fees specified herein, e. Notwithstanding anything contained in advance this Agreement or the RFP where the ISASP is liable to pay any amount to the Bank, on account of Nanolumens performing penalties under this agreement or on account of discrepancies in the Services invoices, invocation of indemnity by the Bank, third party claims, statutory dues or for any other reason the Bank shall without prejudice to its other rights be within its right to adjust / set off such amounts payable to the ISASP and Buyer raise a demand on the ISASP for the balance amount if any and the ISASP shall pay such Purchase Price for Services within five (5) days after the invoice date unless otherwise indicated in an Accepted Order. Desired Shipment Availability Dates that may be indicated in an Accepted Order shall automatically be extended on a day-for-day basis for Buyer’s delay in payment of the Purchase Deposit beyond the Purchase Effective Date and for Buyer’s delay in payment of the Purchase Balance according amount to the payment terms indicated above. In the event that the date Bank within 2 working days of the actual delivery receipt of the Display Product is prior to the due date of the Purchase Balance and Buyer fails to pay the Purchase Balance in full and in a timely manner, then Nanolumens shall have the right (but not the obligation) to void or suspend all or any portion of the Nanolumens Warranty by providing written notice thereof to Buyer and, if applicable, to Buyer Representativesuch demand. (b) The Purchase Price for Display Products are exclusive of any sales, use or privilege tax, customs duty or import, excise tax based on gross revenue or any similar tax or charge which might be levied as a result of the production, sale or shipment of any Display Products or the use of any Display Products by Buyer except for taxes based on the net income of Nanolumens (such taxes and charges are collectively referred to herein as the “Taxes and Charges”). ▇▇▇▇▇ agrees to pay and otherwise be fully responsible for any Taxes and Charges whenever due. Any personal property taxes assessable on the Display Products after the Shipment Availability Date shall be borne by Buyer. Nanolumens shall have the right, but shall not be obligated, to pay Taxes and Charges directly, in which event Buyer shall promptly reimburse Nanolumens in the amount thereof upon presentation by Nanolumens of evidence of payment. (c) Nanolumens reserves the right to increase the Purchase Price upon thirty (30) days’ written notice to Buyer if there is a material change in third-party costs in connection with the fulfillment of an Accepted Order. (d) If the Services are to be performed more than fifty (50) miles from the Shipment Availability Location, then Nanolumens reserves the right to invoice, and ▇▇▇▇▇ agrees to pay, ▇▇▇▇▇▇▇▇▇▇’ reasonable expenses in connection with the performance of the Services, including, but not limited to, travel and lodging expenses, communications charges and the cost of supplies, but only if ▇▇▇▇▇▇▇▇▇▇ has obtained advance, written consent for incurring such expenses. (e) Nanolumens retains, and by placing an Order Buyer grants to Nanolumens, a security interest in each Display Product and all proceeds thereof until the full Purchase Price therefor and all applicable Taxes and Charges due on or prior to delivery have been paid for the Display Product. Buyer’s rights under such security interest shall be in addition to and shall not prejudice any of Nanolumens’ other remedies at law or inequity. ▇▇▇▇▇ agrees, without further consideration, at any time to do or cause to be done, executed and delivered, all such further acts and instruments as Nanolumens may reasonably request in order to perfect and protect ▇▇▇▇▇▇▇▇▇▇’ security interest in the Display Product, including, without limitation, a financing statement appropriate for filing. (f) Should Nanolumens agree to any payment terms other than those above, Nanolumens will include a monthly service charge of 1.5% per month on amounts outstanding after the due date and ▇▇▇▇▇ agrees to pay said service charges. Nanolumens may accept partial payment in an amount less than the full amount of any invoice, but such acceptance shall not constitute a waiver of Nanolumens’ right to collect the remaining balance, notwithstanding Nanolumens’ endorsement of a check or other negotiable instrument. Buyer shall be liable for any and all costs and expenses (including attorney’s fees) incurred by Nanolumens in enforcing any provision of this Agreement. Nanolumens will not honor any back charges unless approved, in advance, in writing by ▇▇▇▇▇▇▇▇▇▇.