Common use of Fees Expenses and Payment Clause in Contracts

Fees Expenses and Payment. 6.1 Company shall submit an invoice (quoting the purchase-order number as provided by Customer or the supply-reference number prior agreed and provided by Company, as appropriate) to Customer upon acceptance of the Services in accordance with the provisions of Clause 5 or completion of a Service in accordance with the provisions of the relevant Schedule (including the meeting of any specified Milestone, where applicable). 6.2 The payment terms in respect of invoices submitted in accordance with this Clause 6 shall be net 30 days from the date of the relevant invoice and the amounts payable shall be exclusive of VAT but inclusive of all other taxes, imposts and fees. If VAT is payable it shall be separately identified on the invoice and shall be payable by the relevant Party subject to receipt of a valid VAT invoice from the other Party. 6.3 Unless expressly set out in a Quote, Fees are exclusive of expenses, which shall be agreed by the Parties in writing prior to Company incurring them. 6.4 Company reserves the right to change the Fees for licences or any services supplied under this Agreement or any active Schedule, as a result of changes in the vendors/distributer or manufacturers pricing to Company used to purchase said licences. 6.5 Details of Fees for each selected Service will be provided as a quotation and confirmed. All Fees shown include all delivery and packaging costs but exclude VAT (unless otherwise detailed in writing) and VAT shall be payable at the rate in force at the time such payment becomes due. Where relevant, any currency exchange rate used to determine Fees or any part of the Fees will be fixed on a per calendar month basis as per the published rate by the Bank of England on the first date of each month. 6.6 Company shall use reasonable endeavours to permit additions to the Service(s) to be invoiced on a pro-rata basis. Payment for such additions shall fall on the appropriate invoice date, in accordance with the payment terms, following the start of the provision of the relevant Service. 6.7 In the event of late payment of any undisputed invoice, Company reserves the right, without prejudice to any other available remedy, to suspend provision of the Services in whole or in part giving seven (7) days written notice to Customer and then until payment has been made. Customer acknowledges that Company will not be responsible for any consequences, financial or otherwise, which may flow from the suspension of the Services. 6.8 If Customer, in good faith, disputes any amount of an invoice, it shall, within seven (7) days after the date of the invoice, notify Company of the amounts which are not in dispute which shall become due and payable in accordance with this Clause 6 and of the amounts which are in dispute (providing reasonable details of why these are in dispute). Both Parties are to actively seek resolution of the dispute. If such agreement cannot be resolved within ten (10) days of Customer’s written notice referred to in this clause 6.8, then without prejudice to any other available remedy, the provisions of clause 19.3 or 19.4 shall apply at Company’s sole discretion, and Company reserves the right to suspend provision of the Services immediately. 6.9 Company reserves the right to charge interest at a rate of base rate from time to time of the Bank of England + 4% per annum due from Customer to Company that remain unpaid past the due date from date of invoice. 6.10 Claims for payment in respect of materials purchased by Company (which are not covered by a Statement of Work) or Optional Services provided to Customer by Company shall be payable by Customer only if agreed by Customer in advance, both verbally or written and accompanied by relevant receipts. Company shall maintain complete and accurate records of the time spent and materials used by Company in providing the Services and Optional Services. Company shall allow Customer to inspect such records at all reasonable times on request.

Fees Expenses and Payment. 6.1 Company The Supplier shall submit an invoice (quoting the purchase-purchase order number as provided by Customer or the supply-reference number prior agreed and provided by CompanyClient, as appropriateif applicable) to Customer the Client upon acceptance of the Services Deliverables in accordance with the provisions of Clause clause 5 or completion of a Service in accordance with the provisions of the relevant Schedule Statement of Work (including the meeting of any specified Milestone, where applicable). 6.2 The payment terms in respect of invoices submitted in accordance with this Clause clause 6 shall be net 30 days from the date of the relevant invoice and the amounts payable shall be exclusive of VAT but inclusive of all other taxes, imposts and fees. If VAT is payable it shall be separately identified on the invoice and shall be payable by the relevant Party subject to receipt of a valid VAT invoice from the other Party. 6.3 The Client shall, within 5 Business Days of receipt, inform the Supplier in writing if the Client, acting reasonably, has a query in respect of an invoice and wishes to withhold payment of it, or a part of it. In the absence of such notice the invoice shall be deemed to have been accepted. 6.4 Any query submitted pursuant to clause 6.3 shall be discussed between the Parties’ representatives for a period of 5 Business Days after the invoice due date. If the query is resolved within such period, the amount in question shall be paid immediately and if it is not resolved in such period, it shall be dealt with in accordance with the provisions of clause 13.9. 6.5 Unless expressly set out in a the Quote, Fees are exclusive of expenses, which shall be agreed by the Parties in writing prior to Company the Supplier incurring them. 6.4 Company reserves the right to change the Fees for licences or any services supplied under this Agreement or any active Schedule, as a result of changes in the vendors/distributer or manufacturers pricing to Company used to purchase said licences. 6.5 Details of Fees for each selected Service 6.6 Any invoice not paid within 60 days will be provided as a quotation and confirmed. All Fees shown include all delivery and packaging costs but exclude VAT (unless otherwise detailed in writing) and VAT shall be payable subject to statutory interest at the rate in force at the time such payment becomes due. Where relevant, any currency exchange rate used to determine Fees or any part discretion of the Fees will be fixed on a per calendar month basis as per the published rate by the Bank of England on the first date of each monthSupplier. 6.6 Company shall use reasonable endeavours to permit additions to the Service(s) to be invoiced on a pro-rata basis. Payment for such additions shall fall on the appropriate invoice date, in accordance with the payment terms, following the start of the provision of the relevant Service. 6.7 In the event of late payment of any undisputed invoice, Company reserves the right, without prejudice to any other available remedy, to suspend provision of the Services in whole or in part giving seven (7) days written notice to Customer and then until payment has been made. Customer acknowledges that Company will not be responsible for any consequences, financial or otherwise, which may flow from the suspension of the Services. 6.8 If Customer, in good faith, disputes any amount of an invoice, it shall, within seven (7) days after the date of the invoice, notify Company of the amounts which are not in dispute which shall become due and payable in accordance with this Clause 6 and of the amounts which are in dispute (providing reasonable details of why these are in dispute). Both Parties are to actively seek resolution of the dispute. If such agreement cannot be resolved within ten (10) days of Customer’s written notice referred to in this clause 6.8, then without prejudice to any other available remedy, the provisions of clause 19.3 or 19.4 shall apply at Company’s sole discretion, and Company reserves the right to suspend provision of the Services immediately. 6.9 Company reserves the right to charge interest at a rate of base rate from time to time of the Bank of England + 4% per annum due from Customer to Company that remain unpaid past the due date from date of invoice. 6.10 Claims for payment in respect of materials purchased by Company (which are not covered by a Statement of Work) or Optional Services provided to Customer by Company shall be payable by Customer only if agreed by Customer in advance, both verbally or written and accompanied by relevant receipts. Company shall maintain complete and accurate records of the time spent and materials used by Company in providing the Services and Optional Services. Company shall allow Customer to inspect such records at all reasonable times on request.

Fees Expenses and Payment. 6.1 Company shall submit an invoice (quoting 8.1 In consideration for the purchase-order number as provided by Customer or the supply-reference number prior agreed and provided by Company, as appropriate) to Customer upon acceptance provision of the Services Services, RTEK shall be paid monthly fees in accordance with Clause 8.6 (the provisions of Clause 5 or completion of a Service in accordance with the provisions of the relevant Schedule (including the meeting of any specified Milestone, where applicable“Consideration”). 6.2 The payment terms in respect of invoices submitted 8.2 In addition to the fees, ATLAS shall reimburse RTEK in accordance with this Clause 6 shall be net 30 days from 8.6 for the date cost of any accommodation and travel expenses reasonably and properly incurred and documented in the performance of the relevant invoice Services, up to the amount for the corresponding items under the approved Budget for the applicable quarter (“Expenses”). 8.3 RTEK is required to: (A) obtain ATLAS’s written approval before incurring any Expense in excess of US$5,000 (five thousand United States Dollars), including any ancillary expenses for travel; and (B) keep accurate and complete records of all Expenses (including receipts) and furnish such records to ATLAS on request. 8.4 Save as contemplated in 8.2, the amounts payable shall be exclusive of VAT but Consideration is inclusive of all other expenses, taxes, imposts charges, duties and other amounts (including any licence fees). If The Consideration shall not be increased to accommodate any VAT is payable it shall be separately identified on the invoice and shall be payable by the relevant Party subject to receipt of a valid VAT invoice from the other Partypayments or similar charges. 6.3 8.5 Unless otherwise expressly set out in a Quote, Fees are exclusive of expenses, which shall be agreed by the Parties in writing prior to Company incurring them. 6.4 Company reserves the right to change the Fees for licences or any services supplied provided under this Amended and Restated Agreement: (A) the Consideration covers all the risks and obligations which RTEK is assuming under this Amended and Restated Agreement or any active Schedule, as a result of changes in and all things necessary for the vendors/distributer or manufacturers pricing to Company used to purchase said licences. 6.5 Details of Fees for each selected Service will be provided as a quotation and confirmed. All Fees shown include all delivery and packaging costs but exclude VAT (unless otherwise detailed in writing) and VAT shall be payable at the rate in force at the time such payment becomes due. Where relevant, any currency exchange rate used to determine Fees or any part of the Fees will be fixed on a per calendar month basis as per the published rate by the Bank of England on the first date of each month. 6.6 Company shall use reasonable endeavours to permit additions to the Service(s) to be invoiced on a pro-rata basis. Payment for such additions shall fall on the appropriate invoice date, in accordance with the payment terms, following the start of the provision of the relevant Service. 6.7 In the event of late payment of any undisputed invoice, Company reserves the right, without prejudice to any other available remedy, to suspend provision performance of the Services in whole or in part giving seven and its other obligations under this Amended and Restated Agreement; and (7B) days written notice to Customer and then until payment has been made. Customer acknowledges that Company will RTEK shall not be responsible for any consequences, financial or otherwise, which may flow from entitled to an adjustment to the suspension of the Services. 6.8 If Customer, in good faith, disputes any amount of an invoice, it shall, within seven (7) days after the date of the invoice, notify Company of the amounts which are not in dispute which shall become due and payable Consideration other than in accordance with this Clause 6 Amended and Restated Agreement 8.6 Within the first 5 (five) Business Days of each month commencing from the Commencement Date and for the duration of this Amended and Restated Agreement (but excluding any period during which RTEK fails or delays in performing the Services due to a Force Majeure Event (“Exclusion Period”)), RTEK shall provide an invoice to ATLAS (the “Invoice”), which shall include: (A) the fees applicable to each month considering the RTEK personnel involved in Services or the Stage Two Services, which, for the avoidance of doubt, shall be prorated to a lesser amount reflecting applicable Exclusion Period, if any; and (B) an amount of Expenses occurred together with itemized breakdown and copies of receipts in reasonable details. provided that where the Grace Period applies with regards the Services (i.e., in this case not related to the Stage Two Services), RTEK shall be permitted to continue to invoice ATLAS for the Services (i.e., in this case not related to the Stage Two Services) a reduced fee of US$25,000 (twenty-five United States Dollars) per month plus Expenses if any for the duration of the amounts which are Grace Period only. This Section does not apply to the Stage Two Services. 8.7 With regards to the Stage Two Services, RTEK shall also be entitled to the compensation established in dispute Appendix 1 – Part 2. 8.8 Subject to Clause 8.9, the amount under a duly-issued Invoice shall be due and paid by ATLAS to RTEK into the bank account nominated by RTEK within 10 (providing reasonable details ten) Business Days of why these are in dispute). Both Parties are to actively seek resolution receipt of the dispute. If such agreement cannot be resolved within ten (10) days of Customer’s written notice referred Invoice, provided that, notwithstanding anything to the contrary in this clause 6.8, then without prejudice to any other available remedy, the provisions of clause 19.3 or 19.4 Amended and Restated Agreement, (A) ATLAS shall apply at Company’s sole discretion, and Company reserves have the right to suspend provision withhold payment to the extent that RTEK commits a material breach of any of the Services immediatelyterms of this Amended and Restated Agreement and (if such a breach is remediable) fails to remedy that breach within 30 (thirty) Business Days of RTEK being notified in writing of the breach, without prejudice any other rights or remedies available to ATLAS under this Amended and Restated Agreement or at law; and (B) Unless otherwise agreed by ATLAS in writing, with respect to the aggregate amount of any specific Expenses item included in the Invoices for a given quarter, ATLAS shall not be required to pay any amount that is above the aggregate amount for the corresponding item under the approved DFS Stage Budget for the same quarter. 6.9 Company reserves 8.9 ATLAS shall have the right opportunity to charge interest at a rate of base rate from time verify the Expenses included in each Invoice. If ATLAS disputes any amount claimed in an Invoice, such amount shall not become due and may be withheld by AXXXX. RTEK shall continue to time of the Bank of England + 4% per annum due from Customer to Company that remain unpaid past the due date from date of invoice. 6.10 Claims for payment in respect of materials purchased by Company (which are not covered by a Statement of Work) or Optional Services provided to Customer by Company shall be payable by Customer only if agreed by Customer in advance, both verbally or written and accompanied by relevant receipts. Company shall maintain complete and accurate records of the time spent and materials used by Company in providing provide the Services and Optional Servicespending resolution of any such dispute. Company ATLAS shall allow Customer continue to inspect such records at pay all reasonable times on requestundisputed amounts against the issue of a credit note for the disputed amount or against the issue of a substituted invoice for the undisputed amount.

Fees Expenses and Payment. 6.1 Company If a Statement of Work has been entered into hereunder on a time and materials basis, the Supplier shall submit an invoice (quoting Client at the purchase-order start of the month following the month in which the Services were provided, and Client shall pay the Supplier, at the hourly or daily rate stated in the Statement of Work for the number as provided by Customer of previously agreed complete hours or the supply-reference number prior agreed and provided by Companydays, as appropriate) , worked by the Personnel. In such cases the Supplier shall ensure that the Personnel complete a weekly timesheet for the prior approval of and sign-off by Client Representative. Client shall not be liable for payment to Customer upon acceptance of the Services in accordance Supplier for any hours not worked due to annual or other leave, sickness or other incapacity or any other reason except absence on duty with the provisions agreement of Clause 5 Client or completion the inability of a Service in accordance with the provisions Client to provide facilities for working other than instances of the relevant Schedule (including the meeting of any specified Milestone, where applicable)Force Majeure Events. 6.2 If a Statement of Work has been entered into hereunder on a fixed price basis, the Supplier shall invoice Client monthly in advance on a pro rata basis for the work completed in that month, unless otherwise specified in the relevant SOW. 6.3 The payment terms in respect of invoices submitted in accordance with this Clause clause 6 shall be net 30 days from the date of the relevant invoice and the amounts payable shall be exclusive of VAT but inclusive of all other taxes, imposts and fees. If VAT is payable it shall be separately identified on the invoice and shall be payable by the relevant Party subject to receipt of a valid VAT invoice from the other Party. 6.4 The Client shall, within 5 Business Days of receipt, inform the Supplier in writing if the Client, acting reasonably, has a query in respect of an invoice and wishes to withhold payment of it, or a part of it. In the absence of such notice the invoice shall be deemed to have been accepted. 6.5 Any query submitted pursuant to clause 6.3 shall be discussed between the Parties’ representatives for a period of 5 Business Days after the invoice due date. If the query is resolved within such period, the amount in question shall be paid immediately and if it is not resolved in such period, it shall be dealt with in accordance with the provisions of clause 14.9. 6.6 Unless expressly set out in a the Quote, Fees are exclusive of expenses, which shall be agreed by the Parties in writing prior to Company the Supplier incurring them. 6.4 Company reserves the right to change the Fees for licences or any services supplied under this Agreement or any active Schedule, as a result of changes in the vendors/distributer or manufacturers pricing to Company used to purchase said licences. 6.5 Details of Fees for each selected Service will be provided as a quotation and confirmed. All Fees shown include all delivery and packaging costs but exclude VAT (unless otherwise detailed in writing) and VAT shall be payable at the rate in force at the time such payment becomes due. Where relevant, any currency exchange rate used to determine Fees or any part of the Fees will be fixed on a per calendar month basis as per the published rate by the Bank of England on the first date of each month. 6.6 Company shall use reasonable endeavours to permit additions to the Service(s) to be invoiced on a pro-rata basis. Payment for such additions shall fall on the appropriate invoice date, in accordance with the payment terms, following the start of the provision of the relevant Service. 6.7 In the event of late payment of any undisputed invoice, Company reserves the right, without prejudice to any other available remedy, to suspend provision of the Services in whole or in part giving seven (7) days written notice to Customer and then until payment has been made. Customer acknowledges that Company will not be responsible for any consequences, financial or otherwise, which may flow from the suspension of the Services. 6.8 If Customer, in good faith, disputes any amount of an invoice, it shall, within seven (7) days after the date of the invoice, notify Company of the amounts which are not in dispute which shall become due and payable in accordance with this Clause 6 and of the amounts which are in dispute (providing reasonable details of why these are in dispute). Both Parties are to actively seek resolution of the dispute. If such agreement cannot be resolved within ten (10) days of Customer’s written notice referred to in this clause 6.8, then without prejudice to any other available remedy, the provisions of clause 19.3 or 19.4 shall apply at Company’s sole discretion, and Company reserves the right to suspend provision of the Services immediately. 6.9 Company reserves the right to charge interest at a rate of base rate from time to time of the Bank of England + 4% per annum due from Customer to Company that remain unpaid past the due date from date of invoice. 6.10 Claims for payment in respect of materials purchased by Company (which are not covered by a Statement of Work) or Optional Services provided to Customer by Company shall be payable by Customer only if agreed by Customer in advance, both verbally or written and accompanied by relevant receipts. Company shall maintain complete and accurate records of the time spent and materials used by Company in providing the Services and Optional Services. Company shall allow Customer to inspect such records at all reasonable times on request.