Common use of Charges & Payment Clause in Contracts

Charges & Payment. 9.1 The Client shall pay all agreed Charges in accordance with this Agreement. Where the Proposal does not contain details of when payments are payable, the following provisions of this condition 9.1 shall apply: All Invoices payable 30 days from date of invoice; Annual charge invoiced in advance and payable thirty days from date of invoice. 9.2 The Client shall pay in full and without any counter claim or set off within 30 days of invoice. 9.3 The Client shall pay within 30 days of invoice date any additional charges that are incurred as a result of the Client’s instructions to add to or amend the Services or, as may be agreed between the parties, are required as a result of any inaccuracy, delays or other cause wholly or partly attributable to the Client, and the provisions of condition 2.4 shall apply. 9.4 Appropriate credit checks may be undertaken by BlackLight Software before providing the Services and the Client shall provide all assistance and permissions reasonably required in connection thereto. The Client acknowledges that in BlackLight Software carrying out credit reference checks against the Client, this may affect the Client’s credit rating. 9.5 Payment of all Charges, expenses and other payments shall be made in full and free from any deductions, rights of set-off, counterclaims or liens. Expenses will only be submitted after prior written agreement by the customer 9.6 In the event of late payment and in addition to and notwithstanding any provisions and remedies for late payment contained in this Agreement or otherwise BlackLight Software may also choose to suspend performance of this Agreement in accordance with the provisions of condition 9.7 BlackLight Software shall retain all title in all Products and IPR supplied under this Agreement until payment is received in full. 9.8 BlackLight Software shall be entitled to recover the Charges notwithstanding that delivery of the Products may not have taken place, Services may not have been performed to completion and the property and IPR in the Products has not passed to the Client. The time of payment of the Charges shall be of the essence of the Contract. 9.9 If the Client fails to make any payment on the due date then, without limiting any other right or remedy available to BlackLight Software, BlackLight Software may: 9.9.1 Cancel the Contract and/or suspend any further deliveries/Services to the Client, provided that notice of such non-payment has been given to the Client and such outstanding sum has not been repaid within 10 days of the date of such notice; 9.9.2 Appropriate any payment made by the Client to such of the Products (or the products/services supplied under any other contract between the Client and BlackLight Software) as BlackLight Software may think fit (notwithstanding any purported appropriation by the Client); and 9.9.3 Charge the Client interest (both before and after any judgment) on the amount unpaid, at the rate of 3 per cent per annum above HSBC Bank base rate from time to time, until payment in full is made. Interest shall accrue daily and be compounded monthly (a part of a month being treated as a full month for the purpose of calculating interest). The parties agree that this constitutes a substantial remedy in terms of the Late Payment of Commercial Debts (Interest)

Charges & Payment. 9.1 5.1 Subject to clauses 5.2 and 5.23 below, LTT shall supply the Ground Arrangements at the price(s) set out in Schedule 1. All sums payable under this Agreement are exclusive of any value added tax or other applicable sales tax, which shall be added to the sum in question. A sales or value added tax invoice shall be provided against any payment if required by the Applicable Law. All prices are non- commissionable. 5.2 The price(s) set out in Schedule 1 shall apply for the period stated in Schedule 1. No later than 6 months prior to expiry of such period, LTT shall notify the Client in writing of the price(s) which shall apply following expiry of the period (“Price Review Notification”). Unless the Client notifies LTT in writing within 3 of the date of the Price Review Notification that it objects to the proposed new price(s) (in which case the Client may give notice in writing to LTT that it wishes to terminate this Agreement with effect from the expiry of such period), the prices set out in the Price Review Notification shall apply. This clause 5.2 shall continue to apply upon expiry of each successive period. 5.3 LTT reserves the right to make adjustments to the agreed prices for reasons including but not limited to currency and exchange rates fluctuations; changes in transportation costs, including the cost of fuel; and changes to tax rates, dues or other fees such as landing taxes or embarkation or disembarkation fees at ports and airports. Furthermore, LTT reserves the right to correct any errors in the prices of confirmed bookings. 5.4 LTT shall invoice the Client in accordance with the procedure set out in Schedule 1 or otherwise agreed between the parties. The Client shall pay all agreed Charges the invoice in accordance with the payment provisions as set out in Schedule 1 or as otherwise agreed. 5.5 LTT shall have right to charge the Client interest on any outstanding sum due under this Agreement. Where Agreement from the Proposal does not contain details date on which such sum was due until actual payment at the rate of when payments are payable, 4 per cent per annum above the following provisions base rate of this condition 9.1 shall apply: All Invoices payable 30 days from Barclays Bank PLC prevailing on the due date of invoice; Annual charge invoiced in advance and payable thirty days from date of invoice. 9.2 payment. The Client shall pay the interest together with the overdue amount. 5.6 All amounts due under the Agreement shall be paid in full and without any counter claim or set off within 30 days of invoice. 9.3 The Client shall pay within 30 days of invoice date any additional charges that are incurred as a result of the Client’s instructions to add to or amend the Services or, as may be agreed between the parties, are required as a result of any inaccuracy, delays or other cause wholly or partly attributable to the Client, and the provisions of condition 2.4 shall apply. 9.4 Appropriate credit checks may be undertaken by BlackLight Software before providing the Services and the Client shall provide all assistance and permissions reasonably required in connection thereto. The Client acknowledges that in BlackLight Software carrying out credit reference checks against the Client, this may affect the Client’s credit rating. 9.5 Payment of all Charges, expenses and other payments shall be made in full and free from any deductions, rights of set-off, counterclaims counterclaim, deduction or liens. Expenses will only be submitted after prior written agreement withholding (other than any deduction or withholding of tax as required by the customer 9.6 In the event of late payment and in addition to and notwithstanding any provisions and remedies for late payment contained in this Agreement or otherwise BlackLight Software may also choose to suspend performance of this Agreement in accordance with the provisions of condition 9.7 BlackLight Software shall retain all title in all Products and IPR supplied under this Agreement until payment is received in fulllaw). 9.8 BlackLight Software shall be entitled to recover the Charges notwithstanding that delivery of the Products may not have taken place, Services may not have been performed to completion and the property and IPR in the Products has not passed to the Client. The time of payment of the Charges shall be 5.7 Time is of the essence of the Contract. 9.9 If the Client fails in relation to make any payment on the due date then, without limiting any other right or remedy available to BlackLight Software, BlackLight Software may: 9.9.1 Cancel the Contract and/or suspend any further deliveries/Services to the Client, provided that notice of such non-payment has been given to the Client and such outstanding sum has not been repaid within 10 days of the date of such notice; 9.9.2 Appropriate any payment payments made by the Client to such of the Products (or the products/services supplied under any other contract between the Client and BlackLight Software) as BlackLight Software may think fit (notwithstanding any purported appropriation by the Client); and 9.9.3 Charge the Client interest (both before and after any judgment) on the amount unpaid, at the rate of 3 per cent per annum above HSBC Bank base rate from time to time, until payment in full is made. Interest shall accrue daily and be compounded monthly (a part of a month being treated as a full month for the purpose of calculating interest). The parties agree that this constitutes a substantial remedy in terms of the Late Payment of Commercial Debts (Interest)LTT.

Charges & Payment. 9.1 6.1. The Charges for the supply of the Services are as set out below: 6.1.1. The Charges shall be as set out in Compliance Stations’s written proposal and are further set out in the Contract; and 6.1.2. COMPLIANCE STATION LTD shall be entitled to any administration fee under Clause 5.4 above. 6.2. COMPLIANCE STATION LTD shall be entitled make additional charges to the Client where additional work shall be carried out by COMPLIANCE STATION LTD on behalf of the Client which was not in the contemplation of the Parties at the time COMPLIANCE STATION LTD provided the Client with the written proposal. For the avoidance of doubt, the Client shall receive notification of any such additional charges prior to such additional charges being incurred by a further written proposal 6.3. Should COMPLIANCE STATION LTD make additional charges to the Client under Clause 6.2 above, the Parties agree to vary the Contract in accordance with Clause 12.8 below. 6.4. Unless otherwise agreed in writing, COMPLIANCE STATION LTD shall invoice the Client as per the payment terms in the contract. For the avoidance of doubt, deductions for Charges paid in advance of the completion of the supply of the Services will be credited to the Client. 6.5. The Client shall pay all agreed Charges in accordance with this Agreementeach invoice submitted by COMPLIANCE STATION LTD: 6.5.1. Where By the Proposal does not contain details of when payments are payable, the following provisions of this condition 9.1 shall apply: All Invoices payable 30 days from due date of the invoice; Annual charge invoiced in advance and payable thirty days from date of invoice.and 9.2 The Client shall pay in 6.5.2. In full and without any counter claim or set off within 30 days of invoice.in cleared funds to a bank account nominated in writing by COMPLIANCE STATION LTD, and 9.3 The Client shall pay within 30 days of invoice date any additional charges that are incurred as a result of the Client’s instructions to add to or amend the Services or, as may be agreed between the parties, are required as a result of any inaccuracy, delays or other cause wholly or partly attributable to the Client, and the provisions of condition 2.4 shall apply. 9.4 Appropriate credit checks may be undertaken by BlackLight Software before providing the Services and the Client shall provide all assistance and permissions reasonably required in connection thereto6.5.3. The Client acknowledges that in BlackLight Software carrying out credit reference checks against the Client, this may affect the Client’s credit rating. 9.5 Payment of all Charges, expenses and other payments shall be made in full and free from any deductions, rights of set-off, counterclaims or liens. Expenses will only be submitted after prior written agreement by the customer 9.6 In the event of late Time for payment and in addition to and notwithstanding any provisions and remedies for late payment contained in this Agreement or otherwise BlackLight Software may also choose to suspend performance of this Agreement in accordance with the provisions of condition 9.7 BlackLight Software shall retain all title in all Products and IPR supplied under this Agreement until payment is received in full. 9.8 BlackLight Software shall be entitled to recover the Charges notwithstanding that delivery of the Products may not have taken place, Services may not have been performed to completion and the property and IPR in the Products has not passed to the Client. The time of payment of the Charges shall be of the essence in respect of the ContractCharges. 9.9 If 6.6. All amounts payable by the Client under these Terms & Conditions are exclusive of amounts in respect of value added tax chargeable for the time being (“VAT”). Where any taxable supply for VAT purposes is made under these Terms & Conditions by COMPLIANCE STATION LTD to the Client, the Client shall, on receipt of a valid VAT invoice from COMPLIANCE STATION LTD, pay to COMPLIANCE STATION LTD such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same time as payment is due for the supply of the Services. 6.7. Without limiting any other right or remedy of COMPLIANCE STATION LTD, if the Client fails to make any payment on due to COMPLIANCE STATION LTD under these Terms & Conditions by the due date thenfor payment (“Due Date”), without limiting any other COMPLIANCE STATION LTD shall have the right or remedy available to BlackLight Software, BlackLight Software may: 9.9.1 Cancel the Contract and/or suspend any further deliveries/Services to the Client, provided that notice of such non-payment has been given to the Client and such outstanding sum has not been repaid within 10 days of the date of such notice; 9.9.2 Appropriate any payment made by the Client to such of the Products (or the products/services supplied under any other contract between the Client and BlackLight Software) as BlackLight Software may think fit (notwithstanding any purported appropriation by the Client); and 9.9.3 Charge the Client charge interest (both before and after any judgment) on the overdue amount unpaid, at the rate of 3 per cent 8% per annum above HSBC the then current Bank of England base rate accruing on a daily basis from time to timethe Due Date until the date of actual payment of the full overdue amount, until payment whether before or after judgment, and compounding quarterly. 6.8. The Client shall pay all amounts due under these Terms & Conditions in full is madewithout any deduction or withholding except as required by law and the Client shall not be entitled to assert any credit, set-off or counterclaim against COMPLIANCE STATION LTD in order to justify withholding payment of any such amount in whole or in part. Interest shall accrue daily and be compounded monthly (a part of a month being treated as a full month for COMPLIANCE STATION LTD may, without limiting its other rights or remedies, set off any amount owing to it by the purpose of calculating interest)Client against any amount payable by COMPLIANCE STATION LTD to the Client. 6.9. The parties agree that this constitutes a substantial remedy annual client services fee, as set out in terms Point 2 of the Late Payment Contract, is payable by either monthly direct debit (commencing approximately 15 Business Days from the date of Commercial Debts (Interest)certification and its anniversaries) or via other payment method previously agreed in writing by COMPLIANCE STATION LTD. This Charge includes the on-going provision of e-mail and telephone assistance relating to the Management Standard/s. For further information please contact: clientservices@COMPLIANCE STATION XXXxx.xxx

Charges & Payment. 9.1 The Client shall pay all agreed Charges 5.1 Where applicable and only in accordance with this Agreement. Where the Proposal does not contain details relation to Advice provided as part of when payments are payableongoing consultancy services, the following provisions of this condition 9.1 shall apply: All Invoices payable 30 days from date of invoice; Annual charge invoiced in advance and payable thirty days from date of invoice. 9.2 The Client shall pay in full and without any counter claim or set off within 30 days of invoice. 9.3 The Client shall pay within 30 days of invoice date any additional charges that are incurred as a result Charges for the provision of the Client’s instructions to add to or amend the Services or, Advice is as may be agreed between the parties, are required as a result of any inaccuracy, delays or other cause wholly or partly attributable to the Client, and the provisions of condition 2.4 shall apply.set out below: 9.4 Appropriate credit checks may be undertaken by BlackLight Software before providing the Services and the Client shall provide all assistance and permissions reasonably required in connection thereto. The Client acknowledges that in BlackLight Software carrying out credit reference checks against the Client, this may affect the Client’s credit rating. 9.5 Payment of all Charges, expenses and other payments shall be made in full and free from any deductions, rights of set-off, counterclaims or liens. Expenses will only be submitted after prior written agreement by the customer 9.6 5.1.1 In the event that MGL is providing consultancy services as part of late payment and in addition to and notwithstanding any provisions and remedies for late payment contained in this Agreement or otherwise BlackLight Software may also choose to suspend performance of this Agreement in accordance with the provisions of condition 9.7 BlackLight Software Advice, the Charges shall retain all title in all Products and IPR supplied under this Agreement until payment is received in fullbe calculated on a case by case basis. 9.8 BlackLight Software 5.2 Where applicable, MGL shall be entitled to recover the Charges notwithstanding that delivery charge an additional fee where preparation work has been carried out by MGL on behalf of the Products may Customer where the Customer does not have taken place, Services may not have been performed to completion and engage MGL for the property and IPR in the Products has not passed to the Client. The time of payment provision of the Charges Advice. For the avoidance of doubt, the Customer shall receive notification of any such additional fees prior to such additional fees being incurred. 5.3 Where applicable and only in relation to Advice provided as part of ongoing consultancy services, MGL shall invoice the Customer on completion of the provision of the Advice. 5.4 Where applicable, the Customer shall pay each invoice submitted by MGL: 5.4.1 Within twenty (20) Business Days of the date of the invoice; and 5.4.2 In full and in cleared funds to a bank account nominated in writing by MGL; and 5.4.3 Time for payment shall be of the essence of the Contract. 9.9 If 5.5 All amounts payable by the Client fails Customer under the Contract are exclusive of amounts in respect of value added tax chargeable for the time being (VAT). Where any taxable supply for VAT purposes is made under the Contract by MGL to make any payment the Customer, the Customer shall, on receipt of a valid VAT invoice from MGL, pay to MGL such additional amounts in respect of VAT as are chargeable on the provision of the Advice at the same time as payment is due date then, without for the provision of the Advice. 5.6 Without limiting any other right or remedy available of MGL, if the Customer fails to BlackLight Software, BlackLight Software may: 9.9.1 Cancel make any payment due to MGL under the Contract and/or suspend any further deliveries/Services to the Client, provided that notice of such non-payment has been given to the Client and such outstanding sum has not been repaid within 10 days of the date of such notice; 9.9.2 Appropriate any payment made by the Client due date for payment (“Due Date”), MGL shall have the right to such of the Products (or the products/services supplied under any other contract between the Client and BlackLight Software) as BlackLight Software may think fit (notwithstanding any purported appropriation by the Client); and 9.9.3 Charge the Client charge interest (both before and after any judgment) on the overdue amount unpaid, at the rate of 3 five per cent (5%) per annum above HSBC Bank the then current Santander UK Plc's base rate accruing on a daily basis from time to timethe Due Date until the date of actual payment of the overdue amount, until payment whether before or after judgment, and compounding quarterly. 5.7 The Customer shall pay all amounts due under the Contract in full is madewithout any deduction or withholding except as required by law and the Customer shall not be entitled to assert any credit, set-off or counterclaim against MGL in order to justify withholding payment of any such amount in whole or in part. Interest shall accrue daily and be compounded monthly (a part of a month being treated as a full month for MGL may, without limiting its other rights or remedies, set off any amount owing to it by the purpose of calculating interest). The parties agree that this constitutes a substantial remedy in terms of Customer against any amount payable by MGL to the Late Payment of Commercial Debts (Interest)Customer.