Common use of Direct Orders Clause in Contracts

Direct Orders. This Section 5.2 applies only to Orders directly with NetWitness. If Customer purchases an entitlement to the Service Offering through a NetWitness authorized reseller, different terms regarding invoicing, payment, and taxes may apply. 5.2.1 Unless Customer and NetWitness agree otherwise, (i) charges Customer incurs for using the Service Offering will be governed by the applicable price list at the time of invoicing,and (ii) Customer must pay all charges no later than 30 days after the date of invoice. 5.2.2 Service Offering fees are exclusive of Taxes. Customer must pay or reimburse NetWitness for all Taxes arising out of the transactions contemplated by the Agreement, except for taxes based on NetWitness’ net income, gross revenue or employment obligations.NetWitness shall provide Customer with a valid invoice if VAT is chargeable in respectof any amount payable under this agreement. Customer may qualify for tax exemptions fromtime to time in which case NetWitness requests that Customer timely provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. If Customer is required to pay or withhold any Tax for payments due under the Agreement, where NetWitness is resident in a different country than Customer, Customer must gross up Customer’s payments to NetWitness so that NetWitness receives the amount it would have received if such deduction or withholding tax were not required where legally permitted. If Customer is required to pay any Taxes to a taxing authority, Customer must also provide documentation to NetWitness showing that Customer paid those Taxes. NetWitness will not be responsible to Customer for any penalties, interest or other charges arising from any act or omission by Customer with respect to tax compliance.

Direct Orders. This Section 5.2 6.2 applies only to Orders directly with NetWitnessRSA. If Customer purchases an entitlement a subscription to the Service Offering through a NetWitness an RSA-authorized reseller, different terms regarding invoicing, payment, and taxes may apply. 5.2.1 6.2.1 Unless Customer and NetWitness RSA agree otherwise, (ia) charges Customer incurs for using the Service Offering will be governed by the applicable price list at the time of invoicing,, and (iib) Customer must pay all charges no later than 30 days after the date of invoice, with interest accruing thereafter at the lesser of 1.5% per month or the highest lawful rate. 5.2.2 6.2.2 Service Offering fees are exclusive of Taxes. Customer must pay or reimburse NetWitness RSA for all Taxes arising out of the transactions contemplated by the Agreement, except for taxes based on NetWitness’ RSA’s net income, gross revenue revenue, or employment obligations.NetWitness . RSA shall provide Customer with a valid invoice if VAT is chargeable in respectof respect of any amount payable under this agreementthe Agreement. Customer may qualify for tax exemptions fromtime from time to time in which case NetWitness RSA requests that Customer timely provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. If Customer is required to pay or withhold any Tax for payments due under the Agreement, where NetWitness RSA is resident in a different country than Customer, Customer must gross up Customer’s payments to NetWitness RSA so that NetWitness RSA receives the amount it would have received if such deduction or withholding tax were not required where legally permitted. If Customer is required to pay any Taxes to a taxing authority, Customer must also provide documentation to NetWitness RSA showing that Customer paid those Taxes. NetWitness RSA will not be responsible to Customer for any penalties, interest or other charges arising from any act or omission by Customer with respect to tax compliance. 6.2.3 Upon notice and consent of Customer, but not more than once a year, the fees set forth in the applicable Order may be subject to an adjustment based upon increases in the most current published Consumer Price Index (“CPI”) for the previous twelve- month period. The CPI will be measured as indicated in the column for Urban Wage Earners and Clerical Workers, U.S. City average (base index year 1982-1984=100) as published by the Bureau of Labor Statistics. This increase will be in additional to any other increases. Failure for Customer to consent to the CPI increase may result in a termination by RSA. 6.2.4 To ensure either party is not disadvantaged by large fluctuations in critical components, labor or supply chain, the Parties may annually review of the cumulative change in costs. If these cumulative changes are less than +5% of the pricing, since the last annual review, there will be no change to the pricing. Should the cumulative change, meet or exceed +5% since the last annual review, the pricing will change by the cumulative changes of the cost. RSA will provide 30 days’ advance notice of such an expected change. This Section only applies if pricing is fixed or specified in this Order. Notwithstanding anything to the contrary, any changes not presented during the annual review are hereby irrevocably waived.

Direct Orders. This Section 5.2 6.2 applies only to Orders directly with NetWitness. If Customer purchases an entitlement a subscription to the Service Offering through a NetWitness NetWitness-authorized reseller, different terms regarding invoicing, payment, and taxes may apply. 5.2.1 6.2.1 Unless Customer and NetWitness agree otherwise, (i) charges Customer incurs for using the Service Offering will be governed by the applicable price list at the time of invoicing,, and (ii) Customer must pay all charges no later than 30 thirty (30) days after the date of invoice, with interest accruing thereafter at the lesser of 1.5% per month or the highest lawful rate. 5.2.2 6.2.2 Service Offering fees are exclusive of Taxes. Customer must pay or reimburse NetWitness for all Taxes arising out of the transactions contemplated by the Agreement, except for taxes based on NetWitness’ net income, gross revenue revenue, or employment obligations.. NetWitness shall provide Customer with a valid invoice if VAT is chargeable in respectof respect of any amount payable under this agreementthe Agreement. Customer may qualify for tax exemptions fromtime from time to time in which case NetWitness requests that Customer timely provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. If Customer is required to pay or withhold any Tax for payments due under the Agreement, where NetWitness is resident in a different country than Customer, Customer must gross up Customer’s payments to NetWitness so that NetWitness receives the amount it would have received if such deduction or withholding tax were not required where legally permitted. If Customer is required to pay any Taxes to a taxing authority, Customer must also provide documentation to NetWitness showing that Customer paid those Taxes. NetWitness will not be responsible to Customer for any penalties, interest interest, or other charges arising from any act or omission by Customer with respect to tax compliance.

Direct Orders. This Section 5.2 applies only to Orders directly with NetWitness. If Customer purchases an entitlement to the Service Offering through a NetWitness authorized reseller, different terms regarding invoicing, payment, and taxes may apply. 5.2.1 Unless Customer and NetWitness agree otherwise, (i) charges Customer incurs for using the Service Offering will be governed by the applicable price list at the time of invoicing,, and (ii) Customer must pay all charges no later than 30 days after the date of invoice. 5.2.2 Service Offering fees are exclusive of Taxes. Customer must pay or reimburse NetWitness for all Taxes arising out of the transactions contemplated by the Agreement, except for taxes based on NetWitness’ net income, gross revenue or employment obligations.. NetWitness shall provide Customer with a valid invoice if VAT is chargeable in respectof respect of any amount payable under this agreement. Customer may qualify for tax exemptions fromtime from time to time in which case NetWitness requests that Customer timely provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. If Customer is required to pay or withhold any Tax for payments due under the Agreement, where NetWitness is resident in a different country than Customer, Customer must gross up Customer’s payments to NetWitness so that NetWitness receives the amount it would have received if such deduction or withholding tax were not required where legally permitted. If Customer is required to pay any Taxes to a taxing authority, Customer must also provide documentation to NetWitness showing that Customer paid those Taxes. NetWitness will not be responsible to Customer for any penalties, interest or other charges arising from any act or omission by Customer with respect to tax compliance.

Direct Orders. This Section 5.2 6.2 applies only to Orders directly with NetWitnessRSA. If Customer purchases an entitlement a subscription to the Service Offering through a NetWitness an RSA-authorized reseller, different terms regarding invoicing, payment, and taxes may apply. 5.2.1 6.2.1 Unless Customer and NetWitness RSA agree otherwise, (ia) charges Customer incurs for using the Service Offering will be governed by the applicable price list at the time of invoicing,, and (iib) Customer must pay all charges no later than 30 days after the date of invoice, with interest accruing thereafter at the lesser of 1.5% per month or the highest lawful rate. 5.2.2 6.2.2 Service Offering fees are exclusive of Taxes. Customer must pay or reimburse NetWitness RSA for all Taxes arising out of the transactions contemplated by the Agreement, except for taxes based on NetWitness’ RSA’s net income, gross revenue or employment obligations.NetWitness . RSA shall provide Customer with a valid invoice if VAT is chargeable in respectof respect of any amount payable under this agreementthe Agreement. Customer may qualify for tax exemptions fromtime from time to time in which case NetWitness RSA requests that Customer timely provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. If Customer is required to pay or withhold any Tax for payments due under the Agreement, where NetWitness RSA is resident in a different country than Customer, Customer must gross up Customer’s payments to NetWitness RSA so that NetWitness RSA receives the amount it would have received if such deduction or withholding tax were not required where legally permitted. .. If Customer is required to pay any Taxes to a taxing authority, Customer must also provide documentation to NetWitness RSA showing that Customer paid those Taxes. NetWitness RSA will not be responsible to Customer for any penalties, interest or other charges arising from any act or omission by Customer with respect to tax compliance.