Common use of Charges Payment and Taxes Clause in Contracts

Charges Payment and Taxes. 5.1 The contract price for the Products (including Software) and Services is set forth in Annex F hereto. Unless otherwise agreed by the Parties in an Order, all prices are in U.S. dollars, exclusive of Taxes. All prices are applicable solely in Mexico. 5.2 In accordance with the terms of Annex "E", within the next five (05) business days after the delivery of the Order in accordance with the terms set forth in Section 5.3, Airspan shall deliver to Axtel an invoice for one hundred percent (100%) of the purchase price of such Order. 5.3 Axtel shall pay Airspan for all Products and Services in accordance with the following payment terms, provided that Airspan has not breached its representations, warranties, covenants and undertakings under this Agreement: (i) For any Product: [ * ] First Payment, sixteen (16) weeks before the Delivery of the Products, or such shorter interval if Airspan has accepted an Order under section 2.3.2 having a shorter interval between acceptance and Delivery; [ * ] Second Payment, upon Delivery of the Product(s). (ii) For any Services: [ * ] upon acceptance of the Order by Airspan, and the remainder in equal monthly installments on the last business day of each month during the period in which the services are performed. 5.4 Payment of the second installment mentioned in Section 5.3 (i) above, shall be made by Axtel twenty (20) days after Delivery Date of Basestations, and ten (10) days for RSS equipment (as defined in Annex E of this Agreement) of the Products; provided that Axtel may notify Airspan in writing within such 20-day or 10-day period, as the case may be, if some or all of the Products delivered are not in compliance with the terms of the Order (the "Non-Compliant Products"), in which case Airspan shall take, within thirty days of the date of Axtel's notice, corrective action to resolve such Non-Compliant Products. Axtel shall not be obligated to pay the purchase price of the Non-Compliant Products until Airspan corrects such non-compliance, provided, however, that prior to such resolution Airspan shall issue a revised invoice relating to the portion of Products received by Axtel that is in compliance with the terms of the Order. Partial shipments shall be allowed under this Agreement pursuant the terms set forth in Annex "J" of this Agreement. For the avoidance of doubt, the Parties agree that the purchase price of the compliant Products shall be paid by Axtel as provided in this Section 5.4. 5.5 The Parties hereby agree that any payments to be made under this Agreement shall be made when due by wire transfer (electronic or telegraphic) or by any other form of payment, in immediately available funds, to Airspan's bank account, as follows:

Charges Payment and Taxes. 5.1 The contract price for the Products (including Software) and Services is set forth in Annex F hereto. Unless otherwise agreed by the Parties in an Order, all prices are in U.S. dollars, exclusive of Taxes. All prices are applicable solely in Mexico. 5.2 In accordance with the terms of Annex "“E"”, within the next five (05) business days after the delivery of the Order in accordance with the terms set forth in Section 5.3, Airspan shall deliver to Axtel an invoice for one hundred percent (100%) of the purchase price of such Order. 5.3 Axtel shall pay Airspan for all Products and Services in accordance with the following payment terms, provided that Airspan has not breached its representations, warranties, covenants and undertakings under this Agreement: (i) For any Product: [ * [*] First Payment, sixteen (16) weeks before the Delivery of the Products, or such shorter interval if Airspan has accepted an Order under section 2.3.2 having a shorter interval between acceptance and Delivery; [ * [*] Second Payment, upon Delivery of the Product(s). (ii) For any Services: [ * [*] upon acceptance of the Order by Airspan, and the remainder in equal monthly installments on the last business day of each month during the period in which the services are performed. 5.4 Payment of the second installment mentioned in Section 5.3 (i) above, shall be made by Axtel twenty (20) days after Delivery Date of Basestations, and ten (10) days for RSS equipment (as defined in Annex E of this Agreement) of the Products; provided that Axtel may notify Airspan in writing within such 20-day or 10-day period, as the case may be, if some or all of the Products delivered are not in compliance with the terms of the Order (the "“Non-Compliant Products"”), in which case Airspan shall take, within thirty days of the date of Axtel's ’s notice, corrective action to resolve such Non-Compliant Products. Axtel shall not be obligated to pay the purchase price of the Non-Compliant Products until Airspan corrects such non-compliance, provided, however, that prior to such resolution Airspan shall issue a revised invoice relating to the portion of Products received by Axtel that is in compliance with the terms of the Order. Partial shipments shall be allowed under this Agreement pursuant the terms set forth in Annex "“J" ” of this Agreement. For the avoidance of doubt, the Parties agree that the purchase price of the compliant Products shall be paid by Axtel as provided in this Section 5.4.. Purchase and License Agreement for FWA Equipment 5.5 The Parties hereby agree that any payments to be made under this Agreement shall be made when due by wire transfer (electronic or telegraphic) or by any other form of payment, in immediately available funds, to Airspan's ’s bank account, as follows:: Bank: Lloyds Bank, 00 Xxxxxxxxxx Xxx, Xxxxxx, Xxxxxx XX00 0XX, Xxxxxxx Sort Code: [*] Account Name: Airspan Communications Limited Account No: [*] Further Instructions Reference Axtel P.O. No. _______, Payment of Invoice No. ____________. . 5.6 With respect to Services, amounts are due upon receipt of invoice and shall be paid by Axtel within thirty (30) days of the invoice date. 5.7 Axtel shall pay interest on any late payments at the rate of twelve (12%) percent per annum. 5.8 Charges for Software may be based on extent of use authorized as specified in this Agreement. Axtel agrees to pay the charges applicable for any activation or usage beyond the authorized level. 5.9 Axtel is liable and responsible for any Taxes relating to the purchase and importation of the Products or Services furnished by Airspan or its subcontractors pursuant to this Agreement (whether incurred directly or indirectly by Airspan) and shall, at Airspan’ direction, promptly pay to Airspan or pay directly to the applicable government or taxing authority, if requested by Airspan, all such Taxes; provided, however, that in no event shall Axtel be liable for Taxes computed upon the income or gross revenues of Airspan or its subcontractors. 5.10 Axtel shall be responsible for payment of personal property taxes for Products and materials from the date of shipment by Airspan. Axtel’s obligations pursuant to this Section shall survive any termination of this Agreement. 5.11 Axtel shall, within thirty (30) days of the tax payment on behalf of Airspan, furnish to Airspan all original tax receipts or certified copies in Airspan’ name showing payment of the Tax and such other documentation relating to the tax payment which Airspan may reasonably request. 5.12 If Axtel shall claim to be exempt from any Taxes, Axtel shall furnish to Airspan a tax exemption certificate from the relevant taxing authority in the form required by law or otherwise reasonably acceptable to Airspan. If Axtel shall claim any such tax exemption and provides Airspan the required tax exemption certificate and Airspan does not collect the Taxes in reliance thereupon, Axtel shall hold Airspan harmless from and against any and all assessments for such Taxes levied on Airspan, including all interest, penalties and late charges upon any such Taxes and the cost of professional consulting fees incurred by Airspan to settle the applicable tax matter with the relevant tax authorities. Purchase and License Agreement for FWA Equipment 5.13 If withholding of any Tax is required in respect of any payment by Axtel to Airspan hereunder, Axtel shall: (i) withhold the appropriate amount from such payment, (ii) pay such amount to the relevant authorities in accordance with applicable law, and (iii) pay Airspan an additional amount such that the net amount received by Airspan is the amount Airspan would have received in the absence of such withholding. 5.14 Axtel shall pay all applicable customs fees, import duties, and similar charges directly to the appropriate governmental authorities. Each party agrees to ensure that it is in good standing and is appropriately registered, including without limitation, with respect to Taxes, in any country, state or other jurisdiction where legally required. 5.15 Airspan reserves the right to import services or subcontractors when and where necessary to complete services related to this Agreement. To the extent the Local Airspan Affiliate must import services or subcontractors in support of this Agreement, Airspan reserves the right to have the Local Airspan Affiliate invoice Axtel an additional amount such that the cost of the withholding taxes for such imported Services are borne by Axtel. 5.16 Axtel consents without qualification to the sale and/or assignment of receivables, in whole or in part, including all or any part of any associated rights, remedies, and obligations, by Airspan subject to a 30-day prior written notice, and authorizes the disclosure of this Agreement as necessary to facilitate such sale. Any tax impact to Axtel resulting from such sale and/or assignment shall be borne by Airspan. 5.17 Intentionally Left in Blank. 5.18 Intentionally Left in Blank. 5.19 Airspan reserves the right to reject an Order at Airspan’ sole discretion, or to withhold shipment of Products or performance of Services, or any portion thereof, if: (i) Axtel is in default of its payment obligations hereunder, (ii) Axtel is in breach of its obligations under this Agreement, or (iii) Axtel falls under any of the situations described in Sections 16.1 (i) through (v) hereof, and all relevant dates for completion shall be adjusted accordingly.

Charges Payment and Taxes. 5.1 The contract price for the Products (including Software) and Services is set forth in Annex F hereto. Unless otherwise agreed by the Parties in an Order, all prices are in U.S. dollars, exclusive of Taxes. All prices are applicable solely in Mexico. 5.2 In accordance with the terms of Annex "“E"”, within the next five (05) business days after the delivery of the Order in accordance with the terms set forth in Section 5.3, Airspan shall deliver to Axtel an invoice for one hundred percent (100%) of the purchase price of such Order. 5.3 Axtel shall pay Airspan for all Products and Services in accordance with the following payment terms, provided that Airspan has not breached its representations, warranties, covenants and undertakings under this Agreement: (i) For any Product: [ * [*] First Payment, sixteen (16) weeks before the Delivery of the Products, or such shorter interval if Airspan has accepted an Order under section 2.3.2 having a shorter interval between acceptance and Delivery; [ * [*] Second Payment, upon Delivery of the Product(s). (ii) For any Services: [ * [*] upon acceptance of the Order by Airspan, and the remainder in equal monthly installments on the last business day of each month during the period in which the services are performed. 5.4 Payment of the second installment mentioned in Section 5.3 (i) above, shall be made by Axtel twenty (20) days after Delivery Date of Basestations, and ten (10) days for RSS equipment (as defined in Annex E of this Agreement) of the Products; provided that Axtel may notify Airspan in writing within such 20-day or 10-day period, as the case may be, if some or all of the Products delivered are not in compliance with the terms of the Order (the "“Non-Compliant Products"”), in which case Airspan shall take, within thirty days of the date of Axtel's ’s notice, corrective action to resolve such Non-Compliant Products. Axtel shall not be obligated to pay the purchase price of the Non-Compliant Products until Airspan corrects such non-compliance, provided, however, that prior to such resolution Airspan shall issue a revised invoice relating to the portion of Products received by Axtel that is in compliance with the terms of the Order. Partial shipments shall be allowed under this Agreement pursuant the terms set forth in Annex "“J" ” of this Agreement. For the avoidance of doubt, the Parties agree that the purchase price of the compliant Products shall be paid by Axtel as provided in this Section 5.4. 5.5 The Parties hereby agree that any payments to be made under this Agreement shall be made when due by wire transfer (electronic or telegraphic) or by any other form of payment, in immediately available funds, to Airspan's ’s bank account, as follows:: Bank: Lloyds Bank, 00 Xxxxxxxxxx Xxx, Xxxxxx, Xxxxxx XX00 0XX, Xxxxxxx Sort Code: [*] Account Name: Airspan Communications Limited Account No: [*] Further Instructions Reference Axtel P.O. No. _______, Payment of Invoice No. ____________. . 5.6 With respect to Services, amounts are due upon receipt of invoice and shall be paid by Axtel within thirty (30) days of the invoice date. 5.7 Axtel shall pay interest on any late payments at the rate of twelve (12%) percent per annum. 5.8 Charges for Software may be based on extent of use authorized as specified in this Agreement. Axtel agrees to pay the charges applicable for any activation or usage beyond the authorized level. 5.9 Axtel is liable and responsible for any Taxes relating to the purchase and importation of the Products or Services furnished by Airspan or its subcontractors pursuant to this Agreement (whether incurred directly or indirectly by Airspan) and shall, at Airspan’ direction, promptly pay to Airspan or pay directly to the applicable government or taxing authority, if requested by Airspan, all such Taxes; provided, however, that in no event shall Axtel be liable for Taxes computed upon the income or gross revenues of Airspan or its subcontractors. 5.10 Axtel shall be responsible for payment of personal property taxes for Products and materials from the date of shipment by Airspan. Axtel’s obligations pursuant to this Section shall survive any termination of this Agreement. 5.11 Axtel shall, within thirty (30) days of the tax payment on behalf of Airspan, furnish to Airspan all original tax receipts or certified copies in Airspan’ name showing payment of the Tax and such other documentation relating to the tax payment which Airspan may reasonably request. 5.12 If Axtel shall claim to be exempt from any Taxes, Axtel shall furnish to Airspan a tax exemption certificate from the relevant taxing authority in the form required by law or otherwise reasonably acceptable to Airspan. If Axtel shall claim any such tax exemption and provides Airspan the required tax exemption certificate and Airspan does not collect the Taxes in reliance thereupon, Axtel shall hold Airspan harmless from and against any and all assessments for such Taxes levied on Airspan, including all interest, penalties and late charges upon any such Taxes and the cost of professional consulting fees incurred by Airspan to settle the applicable tax matter with the relevant tax authorities. 5.13 If withholding of any Tax is required in respect of any payment by Axtel to Airspan hereunder, Axtel shall: (i) withhold the appropriate amount from such payment, (ii) pay such amount to the relevant authorities in accordance with applicable law, and (iii) pay Airspan an additional amount such that the net amount received by Airspan is the amount Airspan would have received in the absence of such withholding. 5.14 Axtel shall pay all applicable customs fees, import duties, and similar charges directly to the appropriate governmental authorities. Each party agrees to ensure that it is in good standing and is appropriately registered, including without limitation, with respect to Taxes, in any country, state or other jurisdiction where legally required. 5.15 Airspan reserves the right to import services or subcontractors when and where necessary to complete services related to this Agreement. To the extent the Local Airspan Affiliate must import services or subcontractors in support of this Agreement, Airspan reserves the right to have the Local Airspan Affiliate invoice Axtel an additional amount such that the cost of the withholding taxes for such imported Services are borne by Axtel. 5.16 Axtel consents without qualification to the sale and/or assignment of receivables, in whole or in part, including all or any part of any associated rights, remedies, and obligations, by Airspan subject to a 30-day prior written notice, and authorizes the disclosure of this Agreement as necessary to facilitate such sale. Any tax impact to Axtel resulting from such sale and/or assignment shall be borne by Airspan. 5.17 Intentionally Left in Blank. 5.18 Intentionally Left in Blank. 5.19 Airspan reserves the right to reject an Order at Airspan’ sole discretion, or to withhold shipment of Products or performance of Services, or any portion thereof, if: (i) Axtel is in default of its payment obligations hereunder, (ii) Axtel is in breach of its obligations under this Agreement, or (iii) Axtel falls under any of the situations described in Sections 16.1 (i) through (v) hereof, and all relevant dates for completion shall be adjusted accordingly.

Charges Payment and Taxes. 5.1 The contract price for the Products (including Software) and Services is set forth in Annex F hereto. Unless otherwise agreed by the Parties in an Order, all prices are in U.S. dollars, exclusive of Taxes. All prices are applicable solely in Mexico. 5.2 In accordance with the terms of Annex "E", within the next five (05) business days after the delivery of the Order in accordance with the terms set forth in Section 5.3, Airspan shall deliver to Axtel an invoice for one hundred percent (100%) of the purchase price of such Order. 5.3 Axtel shall pay Airspan for all Products and Services in accordance with the following payment terms, provided that Airspan has not breached its representations, warranties, covenants and undertakings under this Agreement: (i) For any Product: [ * [*] First Payment, sixteen (16) weeks before the Delivery of the Products, or such shorter interval if Airspan has accepted an Order under section 2.3.2 having a shorter interval between acceptance and Delivery; [ * [*] Second Payment, upon Delivery of the Product(s). (ii) For any Services: [ * [*] upon acceptance of the Order by Airspan, and the remainder in equal monthly installments on the last business day of each month during the period in which the services are performed. 5.4 Payment of the second installment mentioned in Section 5.3 (i) above, shall be made by Axtel twenty (20) days after Delivery Date of Basestations, and ten (10) days for RSS equipment (as defined in Annex E of this Agreement) of the Products; provided that Axtel may notify Airspan in writing within such 20-day or 10-day period, as the case may be, if some or all of the Products delivered are not in compliance with the terms of the Order (the "Non-Compliant Products"), in which case Airspan shall take, within thirty days of the date of Axtel's notice, corrective action to resolve such Non-Compliant Products. Axtel shall not be obligated to pay the purchase price of the Non-Compliant Products until Airspan corrects such non-compliance, provided, however, that prior to such resolution Airspan shall issue a revised invoice relating to the portion of Products received by Axtel that is in compliance with the terms of the Order. Partial shipments shall be allowed under this Agreement pursuant the terms set forth in Annex "J" of this Agreement. For the avoidance of doubt, the Parties agree that the purchase price of the compliant Products shall be paid by Axtel as provided in this Section 5.4. 5.5 The Parties hereby agree that any payments to be made under this Agreement shall be made when due by wire transfer (electronic or telegraphic) or by any other form of payment, in immediately available funds, to Airspan's bank account, as follows:: Purchase and License Agreement for FWA Equipment -------------------------------------------------------------------------------- ------------------------------- ------------------------------------------- Bank: [ * ], 00 Xxxxxxxxxx Xxx, Xxxxxx, Xxxxxx XX00 0XX, Xxxxxxx ------------------------------- ------------------------------------------- ------------------------------- ------------------------------------------- Sort Code: [ * ] ------------------------------- ------------------------------------------- ------------------------------- ------------------------------------------- Account Name: Airspan Communications Limited ------------------------------- ------------------------------------------- ------------------------------- ------------------------------------------- Account No: [ * ] ------------------------------- ------------------------------------------- ------------------------------- ------------------------------------------- Further Instructions Reference Axtel ------------------------------- ------------------------------------------- ------------------------------- ------------------------------------------- P.O. No. _______, Payment of Invoice No. ____________. ------------------------------- ------------------------------------------- 5.6 With respect to Services, amounts are due upon receipt of invoice and shall be paid by Axtel within thirty (30) days of the invoice date. 5.7 Axtel shall pay interest on any late payments at the rate of [ * ] percent per annum. 5.8 Charges for Software may be based on extent of use authorized as specified in this Agreement. Axtel agrees to pay the charges applicable for any activation or usage beyond the authorized level. 5.9 Axtel is liable and responsible for any Taxes relating to the purchase and importation of the Products or Services furnished by Airspan or its subcontractors pursuant to this Agreement (whether incurred directly or indirectly by Airspan) and shall, at Airspan' direction, promptly pay to Airspan or pay directly to the applicable government or taxing authority, if requested by Airspan, all such Taxes; provided, however, that in no event shall Axtel be liable for Taxes computed upon the income or gross revenues of Airspan or its subcontractors. 5.10 Axtel shall be responsible for payment of personal property taxes for Products and materials from the date of shipment by Airspan. Axtel's obligations pursuant to this Section shall survive any termination of this Agreement. 5.11 Axtel shall, within thirty (30) days of the tax payment on behalf of Airspan, furnish to Airspan all original tax receipts or certified copies in Airspan' name showing payment of the Tax and such other documentation relating to the tax payment which Airspan may reasonably request. 5.12 If Axtel shall claim to be exempt from any Taxes, Axtel shall furnish to Airspan a tax exemption certificate from the relevant taxing authority in the form required by law or otherwise reasonably acceptable to Airspan. If Axtel shall claim any such tax exemption and provides Airspan the required tax exemption certificate and Airspan does not collect the Taxes in reliance thereupon, Axtel shall hold Airspan harmless from and against any and all assessments for such Taxes levied on Airspan, including all interest, penalties and late charges upon any such Taxes and the cost of professional consulting fees incurred by Airspan to settle the applicable tax matter with the relevant tax authorities. 5.13 If withholding of any Tax is required in respect of any payment by Axtel to Airspan hereunder, Axtel shall: (i) withhold the appropriate amount from such payment, (ii) pay such amount to the relevant authorities in accordance with applicable law, and (iii) pay Airspan an additional amount such that the net amount received by Airspan is the amount Airspan would have received in the absence of such withholding. 5.14 Axtel shall pay all applicable customs fees, import duties, and similar charges directly to the appropriate governmental authorities. Each party agrees to ensure that it is in good standing and is appropriately registered, including without limitation, with respect to Taxes, in any country, state or other jurisdiction where legally required. Purchase and License Agreement for FWA Equipment -------------------------------------------------------------------------------- 5.15 Airspan reserves the right to import services or subcontractors when and where necessary to complete services related to this Agreement. To the extent the Local Airspan Affiliate must import services or subcontractors in support of this Agreement, Airspan reserves the right to have the Local Airspan Affiliate invoice Axtel an additional amount such that the cost of the withholding taxes for such imported Services are borne by Axtel. 5.16 Axtel consents without qualification to the sale and/or assignment of receivables, in whole or in part, including all or any part of any associated rights, remedies, and obligations, by Airspan subject to a 30-day prior written notice, and authorizes the disclosure of this Agreement as necessary to facilitate such sale. Any tax impact to Axtel resulting from such sale and/or assignment shall be borne by Airspan. 5.17 Intentionally Left in Blank.