Common use of Licence Fees and Payments Clause in Contracts

Licence Fees and Payments. 8.1 The Licensee shall pay to the Licensor, as a consideration for the License granted hereunder, the license fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased license, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license fees and the Licensee will receive from the Licensor or from the authorized reseller the specific License Key, enabling the Licensee to use the Software, upon payment of the applicable license fee. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing or will be provided to the Licensee otherwise, as the case may be. 8.2 The Price List shall constitute an integral part of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 For each payment due to the Licensor under this Agreement, an invoice shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized reseller of the Licensor, as specified in the respective invoice. 8.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily interest at the maximum rate allowable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 The Licensee shall pay to the Licensor, as a consideration for the License granted hereunder, the license fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased license, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license fees and the Licensee will receive from the Licensor or from the authorized reseller the specific License Key, enabling the Licensee to use the Software, upon payment of the applicable license fee. The then then-current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxxx://xxx.xxxxxxxxx.xxx/il/pricing and xxxxx://xxx.xxxxxxxxx.xx/metalama/pricing or will be provided to the Licensee otherwise, as the case may be. 8.2 The Price List shall constitute an integral part of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 For each payment due to the Licensor under this Agreement, an invoice shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized reseller of the Licensor, as specified in the respective invoice. 8.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily interest at the maximum rate allowable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 The 5.1 During the currency of the License the Licensee shall pay to the Licensor, as a consideration for the License granted hereunder, the license fees Fees calculated and payable to SEIS in accordance with the then current Price List provisions of Schedule 1 Part A and Schedule 1 Part B hereto. 5.2 SEIS shall have the right to amend the License Fees or any element of them at any time upon giving the Licensee not less than three months notice in writing thereof. At any time during the 30 days following service of such notice Licensee shall be entitled to terminate this Agreement with effect from the date when the amendment is to be implemented, by giving written notice to SEIS. For the avoidance of doubt, SEIS's right to amend the License Fees includes without limitation the right to introduce additional License Fees to cover any new or existing types of service, to modify the basis for calculating any License Fees and to change the classification of any service so that an amended License Fee becomes payable. 5.3 No part of the Licensor applicable License Fees will be refundable to the respective Licensee if this Agreement terminates, for whatever reason, during a month for which the License Fees or any part thereof have been paid in advance. 5.4 The Licensee shall provide a statement ('the Subscriber Report') to SEIS within 15 days of the end of each month (unless the Subscriber Report relates to Subscribers outside Hong Kong, in which case it shall be provided within 30 days of the end of the month) as to:- 5.4.1 the names of the Subscribers to whom it has disseminated the Information during the preceding month and stating the name or nature of the service by which each received the Information, the number and type of Subscriber Units for each Subscriber within Hong Kong and outside Hong Kong; and 5.4.2 the purchased licenseLicense Fees payable for that month. The Subscriber Report shall contain such further information and shall be provided in such format as SEIS may reasonably require (by not less than 90 days' written notice) from time to time. 5.5 The Licensee shall maintain complete-and accurate records of how the License Fees specified in each Subscriber Report have been calculated and shall make such records available to SEIS within 30 days of receiving SEIS' written request. SEIS shall have the right not more than once in each Quarter during and also once in the Quarter following termination of this Agreement to inspect all documents pertaining to such records covering the period of the preceding Quarter (and, unless otherwise agreed mutually between the partiesif not yet so inspected, previous Quarters) either itself or by its authorized agents. The Licensee shall pay shall, upon receiving SEIS' written request, permit and/or (if so requested) procure that SEIS may inspect promptly thereafter the premises and records of the Licensee and any sub-licensee, for the purpose of satisfying SEIS by whatever proofs SEIS may reasonably require that the License Fees are being properly accounted for and/or that the Licensee and/or its sub-licensees are using the Information for the Permitted Purpose only and are not using Information contrary to the Licensorprovisions of clause 4, as a consideration provided always that Licensee shall not be obliged to make and/or procure such inspection to take place more than once in any Quarter. SEIS shall bear its costs (including internal management time and expenses) of each inspection, unless the inspection establishes that SEIS has been underpaid by 5% or more of the amount actually paid in respect of License Fees for that Quarter in which case Licensee shall bear such costs. For the avoidance of doubt, such underpayment shall be deemed to have been payable with effect from the due date for providing the Subscriber Report relevant to such underpayment. 5.6 The Licensee shall, upon receiving SEIS' written request, inspect and/or (if so requested) procure that SEIS may inspect promptly thereafter the premises and records of any Subscriber specified by SEIS, for the Support Services granted hereunderpurpose of satisfying SEIS by whatever proofs SEIS may reasonably require that the Licence Fees in respect of that Subscriber are being properly accounted for and/or that the Subscriber is not using Information contrary to the provisions of clause 4, provided always that Licensee shall not be obliged to make and/or procure such inspection (in respect of any one Subscriber) to take place more than once in any Quarter, 5.7 The Licensee shall provide SEIS with a statement ('the fees LAO Statement') by its auditors in such form and at such times as SEIS may reasonably require, and initially in response to a Licensee's auditor questionnaire compiled by SEIS and in accordance with the then current Price List procedures provided for by Schedule 2. SEIS shall notify any change in its requirements by not less than 90 days' written notice unless SEIS is compelled to make such change on shorter or without any notice for reasons which are beyond its control. 5.8 If SEIS establishes, by whatever means, that Information is being or has been used to provide services (a) outside the scope of the Licensor applicable Permitted Purpose or (b) within the scope of the Permitted Purpose but in a manner materially different to the respective type of the Support Servicesmanner in which Licensee had previously represented to SEIS that those services would be provided, unless otherwise agreed mutually between the parties. The Licensee is then SEIS shall be entitled to use issue a revised Memorandum of Permitted Purpose to re-define and/or re-classify the Software and Support Services only following the payment of the respective license fees and the services. If SEIS does so re-classify any services- (i) Licensee will receive shall be liable to pay Licence Fees in accordance with such re-classification as if those services had been so classified from the Licensor date when they were first so provided; and (ii) Licensee shall pay promptly to SEIS or from the authorized reseller the specific License Key, enabling the Licensee SEIS shall re-pay promptly to use the Software, upon payment of the applicable license fee. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing or will be provided to the Licensee otherwiseLicensee, as the case may be, the balance of any monies thereby due. 8.2 The Price List 5.9 If Licensee is late in paying any sums due to SEIS under this Agreement by more than 30 days, interest shall constitute an integral part of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of be payable on such sums calculated from the date set forth in the Price List such sums first become due in respect of each such amendmentmonth or part thereof for which they are not paid at a rate of 40% per annum. 8.3 For each payment due 5.10 Where an inspection is made pursuant to the Licensor under this Agreement, an invoice shall be issued clauses 5.5 or 5.6 and SEIS in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account consequence is of the Licensor opinion that SEIS has been underpaid by 5% or of an authorized reseller more of the Licensorrelevant Licence Fees, Licensee shall, upon receiving SEIS' written request, permit and/or if so requested procure such further inspections by SEIS as specified in the respective invoice. 8.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily interest at the maximum rate allowable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent SEIS considers necessary to ensure that, after making determine the required deduction or withholding, the Licensor (or the authorized reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum proper basis on which it would those Licence Fees should have received and so retained had no such deduction or withholding been made or required to be madeaccounted.

Licence Fees and Payments. 8.1 The Licensee shall pay to the Licensor, as a consideration for the License granted hereunder, the license fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased license, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license fees and the Licensee will receive from the Licensor or from the authorized reseller the specific License Key, enabling the Licensee to use the Software, upon payment of the applicable license fee. The then then-current Price List is located on the Licensor’s 's website at xxxxx://xxx.xxxxxxxxx.xxx/pricing [https://xxx.xxxxxxxxx.xxx/il/pricing](https://xxx.xxxxxxxxx.xxx/il/pricing) and [https://xxx.xxxxxxxxx.xxx/metalama/pricing](https://xxx.xxxxxxxxx.xx/metalama/pri cing) or will be provided to the Licensee otherwise, as the case may be. 8.2 The Price List shall constitute an integral part of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 For each payment due to the Licensor under this Agreement, an invoice shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized reseller of the Licensor, as specified in the respective invoice. 8.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily interest at the maximum rate allowable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 11.1 The Licensee shall pay to the Licensor, as a consideration for the License Licence granted hereunder, the license licence fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased licenselicence, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The immediately preceding sentence shall not apply to the Support Services provided during the Initial Period of the License as specified in second sentence of section 9.1 hereof. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license licence fees and (the Licensee will receive from the Licensor or from the authorized authorised reseller the specific License Licence Key, enabling the Licensee to use the Software, upon payment of the applicable license licence fee), unless otherwise agreed with the Licensor. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxx://xxx.xxxxxxxxx.xxx/ or will be provided to the Licensee otherwise, as the case may be. 8.2 11.2 The Price List shall constitute an integral part of any and all of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 11.3 For each payment due to the Licensor under this Agreement, an invoice signed by the authorised representative of the Licensor or by an authorised reseller of the Licensor shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized authorised reseller of the Licensor, as specified in the respective invoice, unless agreed otherwise. 8.4 11.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily the delay interest at the maximum rate allowable applicable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 11.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 11.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized authorised reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 11.1 The Licensee shall pay to the Licensor, as a consideration for the License Licence granted hereunder, the license licence fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased licenselicence, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The immediately preceding sentence shall not apply to the Support Services provided during the Initial Period of the License as specified in second sentence of section 9.1 hereof. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license licence fees and (the Licensee will receive from the Licensor or from the authorized authorised reseller the specific License Licence Key, enabling the Licensee to use the Software, upon payment of the applicable license licence fee), unless otherwise agreed with the Licensor. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxx://xxx.xxxxxxxxx.xxx/ or will be provided to the Licensee otherwise, as the case may be. 8.2 11.2 The Price List shall constitute an integral part of any and all of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 11.3 For each payment due to the Licensor under this Agreement, an invoice signed by the authorised representative of the Licensor or by an authorised reseller of the Licensor shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized authorised reseller of the Licensor, as specified in the respective invoice, unless agreed otherwise. 8.4 11.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily the delay interest at the maximum rate allowable applicable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 11.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 11.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized authorised reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 11.1 The Licensee shall pay to the Licensor, as a consideration for the License Licence granted hereunder, the license licence fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased licenselicence, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The immediately preceding sentence shall not apply to the Support Services provided during the Initial Period of the Licence as specified in second sentence of section 9.1 hereof. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license licence fees and (the Licensee will receive from the Licensor or from the authorized authorised reseller the specific License Licence Key, enabling the Licensee to use the Software, upon payment of the applicable license licence fee), unless otherwise agreed with the Licensor. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxxx://xxx.xxxxxxxxx.xxx/ or will be provided to the Licensee otherwise, as the case may be. 8.2 11.2 The Price List shall constitute an integral part of any and all of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 11.3 For each payment due to the Licensor under this Agreement, an invoice signed by the authorised representative of the Licensor or by an authorised reseller of the Licensor shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized authorised reseller of the Licensor, as specified in the respective invoice, unless agreed otherwise. 8.4 11.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily the delay interest at the maximum rate allowable applicable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 11.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 11.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized authorised reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 The Licensee shall pay to the Licensor, as a consideration for the License licence granted hereunder, the license licence fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased license, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Serviceslicence, unless otherwise agreed mutually between the parties. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license licence fees and (the Licensee will receive from the Licensor or from the authorized authorised reseller the specific License Licence Key, enabling the Licensee to use the Software, upon payment of the applicable license licence fee), unless otherwise agreed with the Licensor. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxx://xxx.xxxxxxxxxxxxx.xxx/ or will be provided to the Licensee otherwise, as the case may be. 8.2 The Price List shall constitute an integral part of any and all of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 For each payment due to the Licensor under this Agreement, an invoice signed by the authorised representative of the Licensor or by an authorised reseller of the Licensor shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized authorised reseller of the Licensor, as specified in the respective invoice, unless agreed otherwise. 8.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily the delay interest at the maximum rate allowable applicable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized authorised reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.

Licence Fees and Payments. 8.1 11.1 The Licensee shall pay to the Licensor, as a consideration for the License Licence granted hereunder, the license licence fees in accordance with the then current Price List of the Licensor applicable to the respective type of the purchased licenselicence, unless otherwise agreed mutually between the parties. The Licensee shall pay to the Licensor, as a consideration for the Support Services granted hereunder, the fees in accordance with the then current Price List of the Licensor applicable to the respective type of the Support Services, unless otherwise agreed mutually between the parties. The immediately preceding sentence shall not apply to the Support Services provided during the Initial Period of the Licence as specified in second sentence of section 9.1 hereof. The Licensee is entitled to use the Software and Support Services only following the payment of the respective license licence fees and (the Licensee will receive from the Licensor or from the authorized authorised reseller the specific License Licence Key, enabling the Licensee to use the Software, upon payment of the applicable license licence fee), unless otherwise agreed with the Licensor. The then current Price List is located on the Licensor’s website at xxxxx://xxx.xxxxxxxxx.xxx/pricing xxxx://xxx.xxxxxxxxx.xxx/ or will be provided to the Licensee otherwise, as the case may be. 8.2 11.2 The Price List shall constitute an integral part of any and all of this Agreement. The Licensor reserves the right to change, modify and amend the Price List at any time at its sole discretion, which amendments shall become effective as of the date set forth in the Price List in respect of each such amendment. 8.3 11.3 For each payment due to the Licensor under this Agreement, an invoice signed by the authorised representative of the Licensor or by an authorised reseller of the Licensor shall be issued in accordance with the applicable tax regulations. The invoice shall be payable within thirty (30) days after the day of its issuance and the fees shall be paid to the account of the Licensor or of an authorized authorised reseller of the Licensor, as specified in the respective invoice, unless agreed otherwise. 8.4 11.4 Should the Licensee fail to pay the fee within the above-stated period, the Licensee shall after the due date be obliged to pay to the Licensor daily the delay interest at the maximum rate allowable applicable by law and/or the Licensor may terminate this Agreement with immediate effect by written notice delivered to the Licensee. The Licensee will reimburse the Licensor for any reasonable legal fees and other costs and expenses incurred by the Licensor in collecting past due amounts. 8.5 11.5 The prices on the Price List are without any VAT or similar taxes. Any such taxes will be added to the price. 8.6 11.6 All payments to be made by the Licensee to the Licensor under this Agreement shall be made free and clear of and without deduction for or on account of tax unless the Licensee is required by law to make such payment subject to the deduction or withholding of tax, in which case the sum payable by the Licensee in respect of which such deduction or withholding is required to be made shall be increased to the extent necessary to ensure that, after making the required deduction or withholding, the Licensor (or the authorized authorised reseller, as the case may be) receives and retains (free from any liability in respect of any such deduction or withholding) a net sum equal to the sum which it would have received and so retained had no such deduction or withholding been made or required to be made.