Common use of Payment Taxes Clause in Contracts

Payment Taxes. (a) Customer shall pay Precision the Fees and any other amounts as specified on the Order Form(s) plus all shipping and freight charges in connection with delivery of any Licensed Software and VR Kits supplied by Precision. If Customer desires to purchase additional Subscriptions or VR Kits from Precision, Customer may do so by way of additional Order Form(s) according to Precision’s then current pricing policies. The Subscription Period for each of any additional Subscriptions added during the applicable Subscription Period shall commence on the date that additional Subscription comes into force. The number of Subscriptions purchased cannot be decreased during the relevant Subscription Period. (b) Fees for the initial Subscription Period and each renewal Subscription Period(s) are due and payable in advance for the full initial Subscription Period or renewal Subscription Period (as applicable). Precision shall invoice Customer for the Fees for the initial Subscription Period on execution on the Order Form, and thereafter for each subsequent renewal Subscription Period on or before renewal pursuant to Section 11(a). Precision reserves the right to vary the Fees for a renewal Subscription Period by providing written notice to Customer of the new Fees not less than 45 days before the commencement of the applicable renewal Subscription Period. (c) Customer shall, besides other amounts payable under this Agreement, pay all local, state, provincial, federal, national, use, excise, sales, and value added taxes (“Taxes”) (except for taxes imposed on Precision’s income generally), as well as customs duties or tariffs, levied or imposed by reason of the transactions contemplated in this Agreement, including any new Taxes introduced during the Subscription Period. Concurrently with payment of all amounts hereunder, Customer shall remit to Precision all Taxes due. If any Taxes are required to be withheld, then Customer shall pay Precision an amount such that the net amount after withholding of such Taxes shall equal the amount that would have been otherwise payable under this Agreement. (d) Any amounts payable by Customer which are not paid within thirty (30) days after they are due shall bear interest at a rate of 1.5% per month (equivalent to 18% per annum) from the due date until such amount is paid, both before and after judgment.

Payment Taxes. (a) Unless the Software is licensed by Customer through a third-party marketplace, all fees hereunder shall pay Precision the Fees and any other amounts as specified on the Order Form(s) plus all shipping and freight charges in connection with delivery of any Licensed Software and VR Kits supplied by Precision. If Customer desires to purchase additional Subscriptions or VR Kits from Precision, Customer may do so by way of additional Order Form(s) according to Precision’s then current pricing policies. The Subscription Period for each of any additional Subscriptions added during the applicable Subscription Period shall commence on the date that additional Subscription comes into force. The number of Subscriptions purchased cannot be decreased during the relevant Subscription Period. (b) Fees for the initial Subscription Period and each renewal Subscription Period(s) are due and payable in advance for the full initial Subscription Period or renewal Subscription Period (as applicable). Precision shall invoice Customer for the Fees for the initial Subscription Period on execution on the Order Form, and thereafter for each subsequent renewal Subscription Period on or before renewal pursuant to Section 11(a). Precision reserves the right to vary the Fees for a renewal Subscription Period by providing written notice to Customer of the new Fees not less than 45 days before the commencement of the applicable renewal Subscription Period. (c) Customer shall, besides other amounts payable under this Agreement, pay all local, state, provincial, federal, national, use, excise, sales, and value added taxes (“Taxes”) (except for taxes imposed on Precision’s income generally), as well as customs duties or tariffs, levied or imposed by reason of the transactions contemplated in this Agreement, including any new Taxes introduced during the Subscription Period. Concurrently with payment of all amounts hereunder, Customer shall remit to Precision all Taxes due. If any Taxes are required to be withheld, then Customer shall pay Precision an amount such that the net amount after withholding of such Taxes shall equal the amount that would have been otherwise payable under this Agreement. (d) Any amounts payable by Customer which are not paid within thirty (30) days following Customer’s receipt of the applicable invoice. The fees payable to Unravel hereunder exclude all applicable sales, use, and other taxes and all applicable export and import fees, customs duties and similar charges, and Customer will be responsible for payment of all such taxes (other than taxes based on Unravel’s income), fees, duties, and charges, and any related penalties and interest, arising from the payment of such fees or the delivery or license of the Software and/or Services to Customer. Customer will make all payments of such fees to Unravel free and clear of, and without reduction for, any withholding taxes such that after they are making such payments, Unravel receives an amount equal to what it would have received if such deduction, withholding or payment had not been made. Upon request, Customer will provide Unravel with official receipts issued by the appropriate taxing authority, or such other evidence as Unravel may reasonably request, to establish that such taxes have been paid. Any invoice disputes must be initiated by Customer in good faith, in writing, within the specified payment period of the applicable invoice; otherwise, Customer will be deemed to have waived any dispute regarding such invoice. If Customer initiates a dispute with regard to a particular invoice, any undisputed amounts charged on such invoice will continue to be due shall bear interest at and payable. Unravel and Customer agree to use good faith efforts to address and resolve any properly initiated dispute within thirty (30) days following Customer’s notice to Unravel regarding such dispute. With regard to any undisputed invoiced amount that is not paid when due, Unravel reserves the right to charge, and Customer agrees to pay, a rate late fee of 1.5% one and one-half percent (1.50%) per month (equivalent to 18% per annum) or the maximum rate permitted by applicable law, whichever is less, from the due date until paid, plus any attorney’s fees and collection costs. If it is determined that Unravel properly charged such amount is paiddisputed by Customer, both before the late fee will be assessed and after judgmentpaid on such disputed amount.

Payment Taxes. 3.1 Merchant will pay Yiftee an advance monthly or annual subscription fee (a“Subscription Fee”) Customer shall pay Precision for each month (or year, as applicable) during the Fees term of this Agreement, which may include a component that varies based on how many Merchant locations it wishes Vouchers to be available for. A location will be considered “active” for the purposes of calculating the Subscription Fee after it runs the Yiftee-provided “Activation Card” and any other amounts has designated its account as specified Active. If a Merchant no longer wishes a location to be active, Merchant may remove it by notice to Yiftee and Merchant will no longer be charged for such location on the Order Form(sfollowing month’s billing cycle (and for clarity, no partial refunds for an unused portion of a month will be due). The initial Subscription Fee(s) plus all shipping shall be as agreed during Registration, but may change from time to time upon notice to Merchant, provided that no Subscription Fee modification will be retroactively applied. Subscription Fees will be charged in advance, on the date the parties first enter into this Agreement and freight charges each month “anniversary” thereafter for monthly Subscription Fees, or each anniversary thereafter for yearly Subscription Fees, unless, in each case, Merchant provides Yiftee with fifteen (15) days’ notice prior to the end of the then-current subscription term, of its desire not to renew. If Merchant adds any active locations during a subscription term, Yiftee will automatically charge Merchant for each such addition (even for annual subscriptions); active locations are calculated according to the number of locations active at the monthly anniversary date (again, even for annual subscriptions). No refunds will be granted for Subscription Fees, regardless of whether the Agreement terminates prior to the end of any applicable subscription term to which such Subscription Fees apply, or for locations that may be removed prior to any monthly anniversary date. Subscription Fees will be charged to the payment method provided by Merchant at Registration. Failure to keep such payment method details current and accurate may result in Yiftee’s failure to collect Subscription Fees, and may result in the suspension or termination of Merchant’s account. In certain cases, Merchant may enter into this Agreement in connection with delivery a number of any Licensed Software services offered by an independent services organization (“ISO”) or merchant services provider (“MSP”), in which case, if agreed by Yiftee, Subscription Fees may be payable directly to the ISO or MSP (but it shall be considered a breach of this Agreement to not pay such amounts when due and VR Kits supplied by Precisionpayable). If Customer desires No ISO or MSP is a party to purchase additional Subscriptions or VR Kits from Precisionthird party beneficiary of this Agreement. Yiftee or such ISO or MSP may waive or reduce Subscription Fees at its discretion, Customer but is under no obligation to do so. For example, Yiftee, an ISO, or an MSP may do so by way waive Subscription Fees for the first subscription term as a “trial period,” but Merchant understands and agrees that such subscription will automatically begin at the end of additional Order Form(s) according to Precision’s then current pricing policies. The the trial period and will renew as described herein and may carry a Subscription Period Fee upon the conclusion of such trial period and on each renewal thereafter. 3.2 Merchant will receive payment for each the authorized amount of any additional Subscriptions added during redemption in connection with a Gift only after the applicable Subscription Period shall commence on Voucher for such Gift has been redeemed for that amount; all payments to Merchant will be made via the date that additional Subscription comes into forceapplicable Voucher payment processor (the "Voucher Payment Processor") who processes payments to the merchant for redemption of ordinary MasterCard credit cards or another payment process as defined by Yiftee and its partners. The number of Subscriptions purchased Merchants accepting Vouchers which cannot be decreased during the relevant Subscription Period. (b) Fees authorized in full or in part for the initial Subscription Period amount of redemption as payment for a gift will not receive remuneration for any unauthorized amount. Merchant must at all times be able to accept transactions made by the Voucher Payment Processor, and each renewal Subscription Period(s) are due Merchant understands and payable agrees that it will not receive any payment in connection with Gifts or Vouchers if it is not able to do so. Merchant will authorize payments in advance for to ensure the full initial Subscription Period or renewal Subscription Period (as applicable)amount being charged is within the prepaid limit. Precision shall invoice Customer for the Fees for the initial Subscription Period on execution on the Order Form, and thereafter for each subsequent renewal Subscription Period on or before renewal pursuant to Section 11(a). Precision reserves Yiftee has the right to vary dispute any forced overages charged by Merchant including those done as offline transactions. The interchange rate associated with Virtual Gift Voucher transactions and assessed to the Fees merchant (or its merchant processor) will appear as and/or be assessed as US MasterCard Business World Elite card transactions or another payment process as defined by Yiftee and its partners; and fees imposed or passed through to Merchant for a renewal Subscription Period merchant processing are determined by providing written notice the Merchant's acquiring bank or processor. For clarity, this Section 3.2 applies only to Customer of the new Fees General-use Gifts and Specific Gifts, and not less than 45 days before the commencement of the applicable renewal Subscription Periodto zGifts. (c) Customer shall3.3 If a Recipient has elected to donate an unredeemed Gift to charity, besides that Gift Value will be aggregated with other amounts payable under this Agreement, pay all local, state, provincial, federal, national, use, excise, salesdonations by Yiftee, and value added taxes (“Taxes”) (except for taxes imposed donated to charity on Precision’s income generally)a quarterly basis, as well as customs duties or tariffs, levied or imposed by reason of the transactions contemplated in this Agreement, including any new Taxes introduced during the Subscription Period. Concurrently with payment of all amounts hereunder, Customer shall remit to Precision all Taxes due. If any Taxes are required to be withheld, then Customer shall pay Precision an amount such that the net amount after withholding of such Taxes shall equal the amount that would have been otherwise payable under this Agreement. (d) Any amounts payable by Customer which are not paid within thirty (30) days after they are due of the end of each calendar quarter. 3.4 Merchant shall bear interest at a rate and be responsible for any applicable federal, state, local, and foreign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes and value added taxes) relating to the subject matter hereunder. 3.5 Merchant may elect to participate with Yiftee in one or more promotional programs allowing Merchant to send Gifts to groups of 1.5people or post gift availability on social media with the intent of driving more in-store revenue. If and when Merchant chooses to do so, if gift is given from Merchant itself, the following actions and payment terms to Yiftee apply, as well as all applicable terms in Yiftee’s standard Terms of Use:  Merchant must have "opted in" to Yiftee and all stores or branches must have run the "acceptance card"  Merchant will define promotional products, term or promotion and supply high quality photos and descriptions  Merchant will create and fund its own Yiftee account with 100% per month of the total projected value (equivalent if any) of Gifts to 18% per annum) from be given. Gifts given in excess of the due date until amount of funds in Merchant’s account will not be generated.  Merchant agrees to pay Yiftee's standard gift eDelivery fee for all Gifts sent.  Yiftee reserves the right to charge implementation or consulting fees in the event that custom development work is necessary; payment is net 30 days. Any such amount fees will be quoted to Merchant in advance of work being done. Yiftee is paid, both before under no obligation to provide such consulting and after judgmentwill do so in its sole discretion.  Other payment processes are possible and will be agreed to between Merchant and Yiftee in advance of promotion launch.