Common use of Invoicing and Settlement Clause in Contracts

Invoicing and Settlement. a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider shall submit its invoices in accordance with the following principles: (i) The Purchaser shall be invoiced by the Managed Service Provider for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider shall raise an invoice as per this Agreement; and (ii) Any invoice presented in accordance with this Clause shall be in a form agreed with the Purchaser. b) The Managed Service Provider alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with all adjustments or changes in the terms of payment. The Managed Service Provider shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. c) Payment shall be made within <30 working days> of the receipt of invoice along with supporting documents by the Purchaser subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider as per the SLA criteria specified in the SLA. d) The Purchaser shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider where the Purchaser disputes/withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in this Agreement. Any exercise by the Purchaser under this Clause shall not entitle the Managed Service Provider to delay or withhold provision of the Services. e) The Managed Service Provider shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider Implementation Agency shall submit its invoices in accordance with the following principles: (i) The Purchaser Nodal Agency shall be invoiced by the Managed Service Provider Implementation Agency for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider Implementation Agency shall raise an invoice as per Schedule VI of this Agreement; and (ii) Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserNodal Agency. (b) The Managed Service Provider Implementation Agency alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed Service Provider Implementation Agency shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. (c) Payment shall be made within <30 working days> days of the receipt of invoice along with supporting documents by the Purchaser Nodal Agency subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond 30 working days, Implementation Agency shall be entitled to a late payment interest <@12%> p.a. from the date of submission of invoice. (d) The Purchaser Nodal Agency shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider Implementation Agency under Schedule VI of this Agreement where the Purchaser Nodal Agency disputes/withholds witholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld witheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser Nodal Agency under this Clause shall not entitle the Managed Service Provider Implementation Agency to delay or withhold provision of the Services. (e) The Managed Service Provider Nodal Agency shall be entitled to delay or withhold part of the payment of any invoice which is under a dispute. The withheld amount shall be limited to that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Nodal Agency under this Clause shall not entitle the Implementation Agency to delay or withhold provision of the Services. (f) The Implementation Agency shall be solely responsible to make payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. a) In respect of its remuneration for the Project, the SI shall be eligible to receive payments in accordance with the Schedule VI of the Agreement read along with the Service Level Agreement. a. Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider System Integrator shall submit its invoices in accordance with the following principles: (i) The Purchaser Central Warehousing Corporation shall be invoiced by the Managed Service Provider System Integrator for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider System Integrator shall raise an invoice along with necessary approvals as per Schedule VI of this AgreementAgreement on < half yearly> basis; and (ii) Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserCentral Warehousing Corporation. b) b. The Managed Service Provider System Integrator alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices . c. Invoices shall be accurate with and all adjustments to or changes in the terms of payment. payment as stated in the Schedule VI of the Agreement shall be applied to the next payment invoice. d. The Managed Service Provider System Integrator shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. c) Payment shall be made within <30 working days> of the receipt of invoice along with supporting documents by the Purchaser subject to deduction of applicable liquidated damages or SLA penalties. e. The penalties are imposed on the Managed Service Provider as per the SLA criteria specified in the SLA. d) The Purchaser Central Warehousing Corporation shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider System Integrator under Schedule VI of this Agreement where the Purchaser Central Warehousing Corporation disputes/withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser Central Warehousing Corporation under this Clause shall not entitle the Managed Service Provider System Integrator to delay or withhold provision of the Services. e) f. The Managed Service Provider System Integrator shall be solely responsible to make payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. a) I. Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider SI for Compute Infrastructure shall submit its invoices in accordance with the following principles: (i) A. The Purchaser MITS shall be invoiced by the Managed Service Provider SI for Compute Infrastructure for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider SI for Compute Infrastructure shall raise an invoice as per Schedule VI of this Agreement; and (ii) B. Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserMITS. b) II. The Managed Service Provider SI for Compute Infrastructure alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed Service Provider SI for Compute Infrastructure shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. c) III. Payment shall be made within <30 working days> days of the receipt of invoice along with supporting documents by the Purchaser MITS subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond 30 working days, SI for Compute Infrastructure shall be entitled to a late payment interest <@12%> p.a. from the date of submission of invoice. d) IV. The Purchaser MITS shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider SI for Compute Infrastructure under Schedule VI of this Agreement where the Purchaser MITS disputes/withholds witholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld witheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser MITS under this Clause shall not entitle the Managed Service Provider SI for Compute Infrastructure to delay or withhold provision of the Services. e) V. The Managed Service Provider MITS shall be entitled to delay or withhold part of the payment of any invoice which is under a dispute. The withheld amount shall be limited to that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by MITS under this Clause shall not entitle the SI for Compute Infrastructure to delay or withhold provision of the Services. VI. The SI for Compute Infrastructure shall be solely responsible to make payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider (SP) shall submit its invoices in accordance with the following principles: (i) The Purchaser shall be invoiced by the Managed Service Provider (SP) for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider (SP) shall raise an invoice as per Schedule V of this Agreement; and (ii) Any invoice presented in accordance with this Clause shall be in a form agreed with the Purchaser. (b) The Managed Service Provider (SP) alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with all adjustments or changes in the terms of paymentpayment as stated in Schedule V of this Agreement. The Managed Service Provider (SP) shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. (c) Payment shall be made within <30 45 working days> days of the receipt of invoice along with supporting documents by the Purchaser subject to deduction of applicable liquidated damages (till “Go Live, Soft launch, ISMS Certification, rollout of all modules, all milestones etc”) or SLA penaltiespenalties (post “Go Live”). The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. The amounts to the Service Provider and Government of AP Stake Holders will be released through escrow account. The amount will be disbursed on the 5th day of the next month after adjusting penalties if any, by giving the separate orders/ instructions by the department. (d) The Purchaser shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider (SP) under Schedule V of this Agreement where the Purchaser disputes/withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / disputed/ withheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser under this Clause shall not entitle the Managed Service Provider (SP) to delay or withhold provision of the Services. e) The Managed Service Provider shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider Bidder shall submit its invoices in accordance with the following principles: (i) The Purchaser a. MHRD shall be invoiced by the Managed Service Provider Bidder for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider Bidder shall raise an invoice as per this AgreementTerms of Payment Schedule set out in RFP Vol 2 Section 5; and (ii) b. Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserMHRD. b) c. The Managed Service Provider Bidder alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Terms of Payment Schedule set out in RFP Vol 2 Section 5. The Managed Service Provider Bidder shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. c) d. Payment of each valid and undisputed invoice shall be made due and payable within <30 working days> days of the receipt of invoice along with supporting documents by the Purchaser MHRD subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider Bidder as per the SLA criteria specified in the SLA. d) The Purchaser e. MHRD shall be entitled to delay or withhold payment of any invoice or part of it invoice delivered by the Managed Service Provider Bidder under Terms of Payment Schedule set out in RFP Vol 2 Section 5 where the Purchaser MHRD disputes/withholds such invoice or part of it provided that such dispute is bona fideinvoice. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in this AgreementRFP Vol 2 Section 4.4. Any exercise by the Purchaser MHRD under this Clause clause shall not entitle the Managed Service Provider Bidder to delay or withhold provision of the Services. e) The Managed Service Provider shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider Implementation Agency shall submit its invoices in accordance with the following principles: (i) The Purchaser shall be invoiced by the Managed Service Provider Implementation Agency for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider Implementation Agency shall raise an invoice as per Schedule V of this Agreement; and (ii) Any invoice presented in accordance with this Clause shall be in a form agreed with the Purchaser. (b) The Managed Service Provider Implementation Agency alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with all adjustments or changes in the terms of payment. The Managed Service Provider shall waive any charge for a Service that is not invoiced within six months after the end payment as stated in Schedule V of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is laterthis Agreement. (c) Payment shall be made within <30 working days> of the receipt of invoice along with supporting documents by the Purchaser subject to deduction of applicable liquidated damages (till “Go Live”) or SLA penaltiespenalties (post “Go Live”) . The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond <30 working days>, Implementation Agency shall be entitled to a late payment interest of <Specify rate of Interest> per annum from the date of completion of <30 working days> after submission of invoice. This interest is subject to a limit of <10%> of the total contract value. (d) The Purchaser shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider Implementation Agency under Schedule V of this Agreement where the Purchaser disputes/withholds such invoice or part of it provided that such dispute is bona fide. , The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser under this Clause shall not entitle the Managed Service Provider Implementation Agency to delay or withhold provision of the Services. e) The Managed Service Provider shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider System Integrator shall submit its invoices in accordance with the following principles: (i) i. The Purchaser CLIENT shall be invoiced by the Managed Service Provider System Integrator for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider System Integrator shall raise an invoice along with necessary approvals as per Schedule VI of this AgreementAgreement on Half yearly basis; and (ii) . Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserCLIENT. (b) The Managed Service Provider System Integrator alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed Service Provider System Integrator shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. (c) Payment shall be made within <30 working days> days of the receipt of invoice along with supporting documents by the Purchaser CLIENT subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider as per the SLA criteria specified in the SLA.are (d) The Purchaser CLIENT shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider System Integrator under Schedule VI of this Agreement where the Purchaser disputes/CLIENT disputes/ withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser CLIENT under this Clause shall not entitle the Managed Service Provider System Integrator to delay or withhold provision of the Services. (e) The Managed Service Provider CLIENT shall be solely responsible entitled to make delay or withhold payment to its sub-contractors, if they are expressly approved of any invoice or part of it delivered by the Purchaser System Integrator under Schedule V of this Agreement where the disputes any previous invoice or part of it that it had not previously disputed provided that such dispute is bona fide. The withheld amount shall be limited to work that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the CLIENT under this Clause shall not entitle the System Integrator to delay or withhold provision of the Services. (f) The System Integrator shall pay all its Consortium/ Partners in a timely fashion in accordance with a mechanism, which will not prejudice the Managed Service ProviderProject.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider Implementation Agency shall submit its invoices in accordance with the following principles: (i) The Purchaser Nodal Agency shall be invoiced by the Managed Service Provider Implementation Agency for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider Implementation Agency shall raise an invoice as per Schedule VI of this Agreement; and (ii) Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserNodal Agency. (b) The Managed Service Provider Implementation Agency alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed Service Provider Implementation Agency shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. (c) Payment shall be made within <30 working days> days a f t e r v e r i f i c a t i o n of the receipt of invoice along with supporting documents by the Purchaser Nodal Agency subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond 30 working days, Implementation Agency shall be entitled to a late payment interest <@12%> p.a. from the date of submission of invoice. (d) The Purchaser Nodal Agency shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider Implementation Agency under Schedule VI of this Agreement where the Purchaser Nodal Agency disputes/withholds witholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld witheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser Nodal Agency under this Clause shall not entitle the Managed Service Provider Implementation Agency to delay or withhold provision of the Services. (e) The Managed Service Provider Nodal Agency shall be entitled to delay or withhold part of the payment of any invoice which is under a dispute. The withheld amount shall be limited to that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Nodal Agency under this Clause shall not entitle the Implementation Agency to delay or withhold provision of the Services. (f) The Implementation Agency shall be solely responsible to make payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. a) I. Subject to the specific terms of the Agreement and the SLA, the Managed <<‘Total Solution and Service Provider shall (TSSP)’>>shall submit its invoices in accordance with the following principles: (i) The Purchaser A. BSBCL shall be invoiced by the Managed <<‘Total Solution and Service Provider (TSSP)’>> for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed <<‘Total Solution and Service Provider (TSSP)’>> shall raise an invoice as per Schedule VI of this Agreement; and (ii) B. Any invoice presented in accordance with this Clause Article shall be in a form agreed with the Purchaser.agreed b) II. The Managed <<‘Total Solution and Service Provider (TSSP)’>> alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed <<‘Total Solution and Service Provider (TSSP)’>> shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (iis(i) authorized or (ii) incurred, whichever is later. c) III. Payment shall be made within <30 working days> days of the receipt of invoice along with supporting documents by the Purchaser BSBCL subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond 30 working days, <<‘Total Solution and Service Provider (TSSP)’>> shall be entitled to a late payment interest <@12%> p.a. from the date of submission of invoice. d) The Purchaser IV. BSBCL shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed <<‘Total Solution and Service Provider (TSSP)’>> under Schedule VI of this Agreement where the Purchaser BSBCL disputes/withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / disputed/withheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser BSBCL under this Clause shall not entitle the Managed <<‘Total Solution and Service Provider (TSSP)’>> to delay or withhold provision of the Services. e) V. BSBCL shall be entitled to delay or withhold part of the payment of any invoice which is under a dispute. The Managed withheld amount shall be limited to that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by BSBCL under this Clause shall not entitle the <<‘Total Solution and Service Provider (TSSP)’>> to delay or withhold provision of the Services. VI. The <<‘Total Solution and Service Provider (TSSP)’>> shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. a) 8.1 Subject to the specific terms of the Agreement and the SLAAgreement, the Managed Service Provider System Integrator shall submit its invoices in accordance with the following principles: (i) The Purchaser ITPO shall be invoiced by the Managed Service Provider System Integrator for the ServicesServices rendered in accordance with this Agreement. Generally Generally, and unless otherwise agreed in writing between the Parties or expressly set out in the SLAParties, the Managed Service Provider System Integrator shall raise an invoice as per Schedule VI of this Agreement; and (ii) Any invoice presented in accordance with this Clause shall be in a form agreed with the PurchaserITPO. b) 8.2 The Managed Service Provider System Integrator alone shall invoice all payments after receiving due approval of completion of payment related milestone from the competent authorityITPO. Such invoices shall be accurate with all adjustments or changes in the terms Terms of payment. The Managed Service Provider shall waive any charge for a Service that is not invoiced within six months after the end Payment as stated in Schedule VI of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is laterthis Agreement. c) Payment 8.3 Payments shall be made within <30 thirty (30) working days> days of the receipt of invoice along with supporting documents by the Purchaser ITPO subject to deduction of applicable liquidated damages (till “Go Live”) or SLA penaltiespenalties (post “Go Live”). The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA.Agreement. In the event of delay in payment of undisputed amount beyond thirty (30) working days, d) The Purchaser 8.4 ITPO shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider System Integrator under Schedule VI of this Agreement where the Purchaser ITPO disputes/withholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in terms of this Agreement. Any exercise by the Purchaser ITPO under this Clause shall not entitle the Managed Service Provider System Integrator to delay or withhold provision of the Servicesservices. e) 8.5 The Managed Service Provider System Integrator shall be solely responsible to make for making payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Providerany.

Invoicing and Settlement. a) Subject to As regards the specific terms of revenue support quoted by the Agreement SCA in the financial bid and the SLAas accepted by SDA, vide letter no. and dated , the Managed Service Provider SCA shall submit its invoices in accordance with the following principles: i. The SCA shall submit a certificate from the SDA or its designated agencies certifying that all the CSCs in the allotted division/districts (ibid unit) of the SCA have been rolled out and are operational to the satisfaction of the SDA or its designated agencies. The Purchaser SCA shall be invoiced by the Managed Service Provider submit quarterly invoices for the Servicesrevenue support along with a detailed MIS sheet in respect of the services delivered and a quarterly provisional financial statement indicating revenue generated from delivery of Government services. Generally and unless otherwise agreed in writing between The SCA shall also provide a certificate by a Chartered Accountant every 6 month certifying the Parties or expressly set out in above statement. The SCA shall further submit audited statement of accounts annually. ii. At the SLAend of fourth quarter, the Managed Service Provider SCA shall raise submit a detailed MIS sheet for all four quarters of the year in respect of the services delivered and an invoice as per this Agreement; and (ii) Any invoice presented in accordance with this Clause shall be in a form agreed with the Purchaseraudited financial statement indicating revenue generated from delivery of Government services. b) The Managed Service Provider alone SCA shall invoice all payments after receiving due approval of completion of payment milestone from for revenue support by the competent authority. Such invoices shall be accurate with all adjustments or changes in the terms of payment. The Managed Service Provider shall waive any charge for a Service that is not invoiced within six months after the end 10th working day of the month following the relevant quarter in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is laterServices were provided. c) Payment of the revenue support shall be made by Govt. of Meghalaya/SDA to the SCA within <30 21 working days> days of the receipt of invoice along with supporting documents by the Purchaser Govt. of Meghalaya subject to deduction of applicable adjustments for liquidated damages or SLA penalties. The penalties are imposed on and set off against revenues generated out of Government Services through the Managed Service Provider as per the SLA criteria specified in the SLA.CSCs and surplus payment(s) made, if any, during previous quarter(s) d) The Purchaser Govt. of Meghalaya shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider SCA where the Purchaser disputes/withholds Govt. of Meghalaya disputes such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld amount shall be settled in accordance with the escalation procedure as set out in this AgreementMSA. Any exercise by the Purchaser Govt. of Meghalaya under this Clause article shall not entitle the Managed Service Provider SCA to delay or withhold provision or cause any other deficiency in the provision of the Services. e) The Managed Service Provider shall be solely responsible to make payment to its sub-contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.

Invoicing and Settlement. (a) Subject to the specific terms of the Agreement and the SLA, the Managed Service Provider System Integrator shall submit its invoices in accordance with the following principles: (i) The Purchaser Nodal Agency shall be invoiced by the Managed Service Provider System Integrator for the Services. Generally and unless otherwise agreed in writing between the Parties or expressly set out in the SLA, the Managed Service Provider System Integrator shall raise an invoice as per Schedule VI of this Agreement; and (ii) Any invoice presented in accordance with this Clause Article shall be in a form agreed with the PurchaserNodal Agency. (b) The Managed Service Provider System Integrator alone shall invoice all payments after receiving due approval of completion of payment milestone from the competent authority. Such invoices shall be accurate with and all adjustments to or changes in the terms of paymentpayment as stated in Schedule VI of this Agreement. The Managed Service Provider System Integrator shall waive any charge for a Service that is not invoiced within six months after the end of the month in which the change relating to such Service is (i) authorized or (ii) incurred, whichever is later. (c) Payment shall be made within <30 45 working days> days of the receipt of invoice along with supporting documents by the Purchaser Nodal Agency subject to deduction of applicable liquidated damages or SLA penalties. The penalties are imposed on the Managed Service Provider vendor as per the SLA criteria specified in the SLA. In the event of delay in payment of undisputed amount beyond 30 working days, System Integrator shall be entitled to a late payment interest <@12%> p.a. from the date of submission of invoice. (d) The Purchaser Nodal Agency shall be entitled to delay or withhold payment of any invoice or part of it delivered by the Managed Service Provider System Integrator under Schedule VI of this Agreement where the Purchaser Nodal Agency disputes/withholds witholds such invoice or part of it provided that such dispute is bona fide. The withheld amount shall be limited to that which is in dispute. The disputed / withheld witheld amount shall be settled in accordance with the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Purchaser Nodal Agency under this Clause shall not entitle the Managed Service Provider System Integrator to delay or withhold provision of the Services. (e) The Managed Service Provider Nodal Agency shall be entitled to delay or withhold part of the payment of any invoice which is under a dispute. The withheld amount shall be limited to that which is the disputed amount. The disputed amount shall be referred to the escalation procedure as set out in Schedule V of this Agreement. Any exercise by the Nodal Agency under this Clause shall not entitle the System Integrator to delay or withhold provision of the Services. (f) The System Integrator shall be solely responsible to make payment to its sub-sub- contractors, if they are expressly approved by the Purchaser to work with the Managed Service Provider.