Common use of Pricing and Payment Clause in Contracts

Pricing and Payment. 4.01 All of the Product to be supplied to the Distributor pursuant to this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 3.1 Customer shall pay Bromcom the price for the licence fees for the Bromcom Software (including the Cloud service charges for SaaS) and/or Other Software and/or any other services or fees as specified in the Call Off Contract in pounds sterling on the date[s] specified. All such amounts are exclusive of VAT and equivalent taxes on sales and supplies unless otherwise stated. The said taxes will be added to the Product invoice and the whole price including taxes shall be paid without set-off or deduction and free from all withholdings. 3.2 All payments to be supplied to made by the Distributor pursuant to Customer under this Agreement shall be sold paid to an account designated by Bromcom either by direct debit instruction or BACS transfer and shall arrive on or before the due date in cleared funds. Prompt payment of all sums due under this Agreement is an Exessential condition of this Agreement. 3.3 The Customer agrees and accepts that its obligation to pay all the sums due under this Agreement on each due date for payment is absolute and unconditional and shall not be subject to any right of set-Works basisoff, counterclaim, abatement, reduction, deferment or withholdings of any nature (save as at law). In the event that any taxes, deductions or withholdings are required by law, the Customer undertakes to pay such additional amounts as necessary in order that the net amounts received by Bromcom after all deductions and accordingly withholdings will not be less than such payments would have been in the Distributor shallabsence of such deductions and withholdings. 3.4 The Customer agrees that Bromcom may assign all or part of its right, title and interest in addition and to the price, sums due under this Agreement to an Assignee. The Customer will be liable notified of the assignment and the Customer’s payment obligations will then be owed to and enforceable by the Assignee and the Assignee shall be entitled to give the Customer good discharge for arranging all the sums due and paying all costs of packaging, transport and insurance of each consignmentassigned to it under this Agreement. Following an assignment to the Assignee any payment made by the Customer to Bromcom will not release its payment obligation to the Assignee. 4.02 Where 3.5 The Customer hereby irrevocably consents to the Company assignment to the Assignee and undertakes that it will, if requested, confirms its consent to the assignment in writing. 3.6 The Customer further agrees to arrange for transport and insurance as agent that the Assignee shall have no responsibility for the Distributor the Company does so as the agent and the Distributor shall be responsible for actsProducts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after services performed or to be performed by Bromcom and that it is reasonable for the date of Assignee to exclude its liability for these. The Customer’s sole remedy for any breach by Bromcom under this Agreement is a matter between the invoice thereof, the Company shall be entitled (Customer and Bromcom. 3.7 In addition to and without prejudice to any other right or remedy it remedies that may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose be available, interest will accrue in respect of any of the Product which are the subject of sum outstanding to Bromcom on a daily basis both before and after any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price judgement at the rate of 103% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time of Lloyds Bank plc, and will be payable on demand. 3.8 Any sums paid by Customer to Bromcom and not expressly allocated by Customer to any invoice payment due from Customer may be allocated by Bromcom as it sees fit. 3.9 In the date event that there is any oversight by Bromcom whereby an invoice is not charged to a Customer by the payment became due until actual payment is made (irrespective of whether date, Bromcom reserves the date of payment is before or after any judgement or award right to subsequently invoice the Customer for the monies due. 3.10 Payment terms unless otherwise stated in respect writing are as in the next paragraph. 3.11 100% of the same). 4.06 All prices for the Product Year 1 Software, including SaaS Software with Cloud Computing hosting charges and First Year Setup charges, are exclusive payable on order. 100% of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;Training services

Pricing and Payment. 4.01 All of Payment for all utilized products and services shall be in accordance with the Product to be supplied to the Distributor pursuant to fee schedule provided within this Agreement shall and as those fees may be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists amended by FORTE from time to time; and . Fees may be amended by FORTE with a minimum of thirty (b30) give days’ notice and such amended fees will become effective on the Distributor not designated effective date, which shall be no less than ninety days notice in writing of any alteration in such price lists, and thirty (30) days’ from the prices as so altered shall apply to all date of the Product ordered written notice to Merchant. Continued use of the Services on and after the designated effective date shall be deemed acceptance of the amended fees. 5.1 Fees shall be immediately due and payable upon receipt of services unless otherwise agreed upon between the parties. Fees will be automatically debited from the designated bank account on or after the applicable date 10th of each month for the prior month’s activity unless agreed upon between the parties. 5.2 Failure to pay any amount due to FORTE within the time period or on the terms set forth in this section shall constitute a material breach of the increaseAgreement by Merchant. FORTE shall assess a late fee of one and one-half percent (1½%) per month on all amounts due and payable after the monthly deadline. In addition to imposing such late fees, FORTE may elect to terminate Merchant’s access to the Services in accordance with Section 19 below. Additionally, a $25.00 fee shall be assessed for any return of a debit processed to the designated bank account. 4.04 Full 5.3 FORTE shall have the right to offset against any amount payable by FORTE to Merchant under any provision of this Agreement, any amounts owed FORTE related to services provided to Merchant, including but not limited to chargebacks or returns posted to Merchant’s account, or any fees, fines or costs incurred damages sustained by FORTE as a result of Merchant’s violation, breach or non- performance of its obligations under the Agreement. 5.4 In the event the funds in the designated account are insufficient to cover Merchant’s obligations, Merchant agrees to submit payment of amounts owing to FORTE upon demand and through alternative means. Unless otherwise agreed upon, FORTE may debit any order must be received alternative account maintained by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices Merchant for the Product are exclusive of any applicable value added amounts due and owing without further notice to or any other sales tax, for which the Distributor shall be additionally liableapproval from Merchant. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All of 8.1 The fees for the Product to be supplied to the Distributor Services provided pursuant to this Agreement are set forth below. All payments will be made in U.S. Dollars, less any penalties, as determined in accordance with Section 8.11, regardless of whether WORLDTRAVEL collects any fees from its Customers. TRX has the right to suspend any or all of the Services for non-payment upon thirty (30) days written notice. 8.2 The transaction fees and * Fees provided pursuant to this Agreement are set forth on Exhibit I. No payment by WORLDTRAVEL to TRX is contingent upon WORLDTRAVEL’s collection efforts from its customers. WORLDTRAVEL shall pay interest on all amounts not paid when due at the rate of one and one-half percent (1.5%) per month or the highest lawful rate, if less, unless WORLDTRAVEL, in good faith, disputes the amount of any invoice. WORLDTRAVEL shall have one hundred eighty (180) days from the receipt of said invoice to provide TRX with a written “Dispute Notice,” detailing the amount and nature of any dispute regarding such invoice. If WORLDTRAVEL tenders a Dispute Notice, WORLDTRAVEL shall not be relieved of its obligation to pay any undisputed amounts as required under this Agreement. After TRX has received the Dispute Notice, both parties shall work in good faith to diligently come to terms regarding the disputed amount. 8.3 Fees are due * , on or before the first day of such * . Transaction fees in excess of the * shall be sold on an Ex-Works basisbilled in arrears within * of the last day of the * in which such fees were incurred. If transaction levels are lower than that the amounts represented by the * Fee for any particular * , and accordingly then amounts due to WORLDTRAVEL will be reimbursed within * of the Distributor shall, * in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignmentwhich such overages are incurred. 4.02 Where the Company agrees to arrange for transport 8.4 Fees shall be based on * of WORLDTRAVEL’s 2005 actual transactions and insurance as agent for the Distributor the Company does so as the agent shall be adjusted semi-annually based on changes in WORLDTRAVEL’s transaction levels. WORLDTRAVEL’s initial budgeted transactions and the Distributor shall be responsible for acts, deeds or omissions of initial * Fee are listed in Exhibit I. At no time during the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions term of this Agreement shall apply with respect the * minimum payment to TRX fall below * (to be trued-up within after then end of the contract year in question). Notwithstanding the foregoing, the * Fee will be adjusted to * of budgeted transactions if a catastrophic event occurs that severely impacts travel transactions across the travel industry. The parties will mutually agree to the payment of such costs as they apply point in time when the * Fee will return to payment the initial level depending on the extent of the price of the Productcatastrophic event. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All Quoted prices are valid for thirty (30) days. Prices stated do not include local, state or federal taxes. The amount of any sales, use or similar tax applicable to the sale of the Product to be supplied items herein or to the Distributor pursuant to this Agreement use of such goods by Customer shall be sold on paid by Customer, or in lieu thereof, Customer will provide Supplier with a tax exemption certificate acceptable to the taxing authorities. Supplier will issue an Ex-Works basisinvoice for the Services including over and above charges upon completion of the work. Subject to credit approval, and accordingly all balances must be payable net thirty (30) calendar days or as otherwise provided for in the Distributor shallQuotation unless Customer is an entity listed in to the United States Office of Foreign Asset Control (“OFAC”) Sectoral Sanctions Index, in addition to the price, be liable for arranging and paying all costs which case Section 12(b) of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor these Terms shall be responsible for acts, deeds or omissions of the Company whilst acting in supersede this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 section. All payments shall be made in United States Dollars. All past due amounts shall bear interest at a rate of one and one-half percent (1 ½%) per month or the maximum amount permitted by law commencing on the Distributor due date until the date the invoice amount is paid in sterling (GBP)full. Customer agrees to pay any and all costs of collection including attorney’s fees in the event it becomes necessary to enforce the payment of Supplier’s invoices. Customer shall not have a right to set off amounts against any amount owed by Supplier to Customer. In addition to other rights which Supplier may have under applicable law, at the option Supplier has, by virtue of the CompanyServices performed, by: (a) cash; (b) SWIFT the right of retention and a possessory lien and pledge over any Parts or other property of Customer while at Supplier’s facility or otherwise in Supplier’s custody until the time Customer has fulfilled its payment obligations for Services performed by Supplier, its affiliates, subsidiaries, or other divisions or units. Supplier may set off any amounts or any portion of amounts owed by Customer to such bank account as the Company may from time Supplier whether or not liquidated, against sums that Customer asserts is due to time notify it, its parents, affiliates, subsidiaries, or other divisions or units under other transactions with Supplier, its parents, affiliates, subsidiaries, or other divisions or units. Supplier reserves a purchase money security interest in writing all Parts repaired pursuant to the Distributor;Quotation that have been released to Customer and proceeds thereof until payment in full is made for all Parts serviced. Customer agrees to execute any financing statement requested by Supplier to perfect its security interest in the Parts.

Pricing and Payment. 4.01 All CFS shall pay a license fee to Netsol equal to fifty percent (50%) of the Product amounts actually collected from customers for (a) End User Licenses (proved, however, that in the event that the End User License is sold in connection with an end user license for CFS' Credit Line Lease Manager the applicable percentage shall be twenty-five percent (25%) of the license fee for those combined products), net of shipping charges, sales, excise, use, value added or other taxes, tariffs, duties or fees (including customs duties and broker charges) and net of any other amounts charged for ancillary products or services (the net amount is referred to be supplied as the "Price"), (b) support and maintenance services relating to the Distributor End User License, (c) customization of the Software performed by Netsol (but the amount paid to Netsol for customization shall be a minimum of not less than $300 per person-day). CFS shall be entitled to reimbursement for amounts paid to Netsol in accordance with this Section to the extent of fifty percent (50%) of any Customer refund made by CFS with respect to claims relating to Product performance. CFS shall not be required to make any payment to Netsol for revenue CFS receives from implementation of the Products in customer sites, except to the extent it involves Netsol in such implementation activities, and, in such case, only as agreed to by the parties. CFS shall pay Netsol a minimum of $1.2 million pursuant to this Agreement shall be sold Section (whether or not Customer receipts are sufficient to require such payment) during the period beginning on an Ex-Works basis, the Effective Date and accordingly ending on the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or 12 months after the applicable date Launch Date, inclusive of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributorall amounts paid hereunder, whether or not appropriated theretoCFS has sold enough Products to require payment in such amounts. To the extent of a shortfall in such payments, and apply CFS shall pay the proceeds amount of sale such shortfall at the end of such period to Netsol (but for purposes of such calculation, CFS shall be allowed to count as paid to Netsol, the overdue payment; and (c) charge applicable percentage of all accounts receivable CFS has accrued for Products delivered during the Distributor interest period, even if not collected by the last day of the Period, so long as Netsol's share of such accounts receivable are eventually paid within 90 days of the applicable due dates on the price payments schedule originally set up with the applicable Customer. No payments to Netsol will be owed by CFS with respect to two End User Licenses granted (with Netsol's consent, which shall not be unreasonably withheld or delayed) at no cost to one end user in the rate of 10% United States and to one end user in Europe (ten per cent) per annum above collectively, the National Westminster Bank plc base rate "Reference Sites"). In the event CFS desires to offer the Products to Customers on a basis in force from time to time from which the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices Customers would pay for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling based on per-usage charges (GBPsuch as ASR), at the option parties will negotiate in good faith to determine an appropriate license fee for such arrangement. The parties intend to negotiate the fee within forty-five (45) days of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;date hereof.

Pricing and Payment. 4.01 All Payment of the Product purchase price for the Part(s) specified in the Quotation and as detailed in an invoice (the “Purchase Price”) shall be made in immediately available funds by wire transfer of United States Dollars, free and clear of any deductions, withholdings, taxes or offset of any kind, to such bank account as may be supplied specifiedby Seller to Customer. Title to all goods listed in the Quotation shall remain with Seller until payment of the Purchase Price is received in full from Customer, at which point Seller shall transfer title to the Distributor Parts to Customer (“Delivery”). Quoted prices are valid for thirty (30) days and, prior to sale subject to credit approval. All invoices and balances must be payable net thirty (30) days or as otherwise provided for in the Quotation. The Purchase Price is exclusive of all sales, use, excise, stamp, transfer, import/export, value-added or any otherkind of taxes whatsoever (“Taxes”), which shall be paid promptly by the Customer. The Customer hereby undertakes to indemnify and hold harmless Seller on a full indemnity, after-tax basis from and against any Taxes(and all penalties, fines, additions to tax and interest thereon) in connection with the sale of the Parts as contemplated by this Agreement. Should the Seller be required to pay any such Taxes or duties on behalf of the Customer, the Customer shall reimburse the Seller forthwith upon demand. All past due amounts owed by Customer to Seller pursuant to this Agreement shall be sold bear interest at a rate of three and five tenths percent (3,5%) per month or the maximum amount permitted by law commencing on an Ex-Works basis, the due date until the date the invoice amount is paid in full. Customer agrees to pay any and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packagingcollection, transport and insurance of each consignment. 4.02 Where including attorney’s fees, in the Company agrees event it becomes necessary to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to enforce the payment of such costs as they apply Seller’s invoices. Customer shall not have a right to payment set- off amounts due to Seller hereunder against any amount owed by Seller to Customer. If Customer fails to take Delivery of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered Parts on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereofagreed, the Company Seller shall be entitled (without prejudice to any other right rights or remedy it remedies which the Seller may have) to: (a) cancel or suspend any further delivery to invoice the Distributor under any order; (b) sell or otherwise dispose of any Customer for the Purchase Price thereof and payment shall be due as if Delivery of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same)Parts had been effected. 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All of 4.1 The purchase price for each Account purchased by SLF (the Product "Purchase Price") shall be equal to the outstanding amount remaining to be supplied to the Distributor pursuant to this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest paid on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award Invoice rendered in respect of the same). 4.06 All prices for the Product are exclusive that Account, net of any applicable value added taxes, penalties, duties, delivery charges or any other sales taxsimilar charges or amounts (the "Gross Face Value") less the discount set out in Schedule "B". 4.2 In determining the Gross Face Value of an Account, for which the Distributor outstanding amount remaining to be paid on the Invoice shall be additionally liablereduced by an amount equal to all discounts available to the Account Debtor by virtue of such Account Debtor paying the Account in full prior to the latest date on which such Account Debtor is entitled to pay such Account before it falls into arrears. 4.07 4.3 If SLF receives any payment in respect of an Account which exceeds the monthly or periodic instalment payment on an Account (the excess portion being referred to hereinafter as a "Periodic Overpayment") or which exceeds the Gross Face Value for that Account (the excess portion being referred to hereinafter as a "Matured Debt Overpayment"), and provided such Account did not fall into arrears at any time, SLF shall, subject to the rights of SLF and the Account Debtor to such excess amounts, refund the Overpayment to Client. All Periodic Overpayments and Matured Debt Overpayments shall be placed by SLF in any SLF account, including, but not restricted to, a reserve account. All such amounts held by SLF may be applied by SLF against charge-backs or any other Indebtedness and obligations of Client to SLF known or anticipated and, subject to section 4.4, no such amount held by SLF shall be paid to Client until any and all of such Indebtedness and obligations are fully paid and/or satisfied. 4.4 Provided Client has not failed to pay any outstanding Indebtedness of Client to SLF which is then due and owing and subject to any application of any Periodic Overpayment and/or Matured Debt Overpayment by SLF against charge-backs or any other obligations of Client to SLF known or anticipated, SLF shall pay to Client the Periodic Overpayment and/or Matured Debt Overpayment for each Account after SLF has received full payment in respect of such Account. Such payments shall be made within the first three Business Days of the month immediately following payment in full of the Account, unless otherwise agreed to in writing by SLF. Notwithstanding the Distributor foregoing, if, in sterling SLF's sole and absolute opinion, there is an adverse change in the financial condition of Client or the Account Debtor in respect of which the Periodic Overpayment and/or Matured Debt Overpayment was made, or Client's or such Account Debtor's ability to pay any amounts owing, or to become owing in the future, to SLF has been impaired, worsened or diminished or threatens to do so (GBPa "Credit Impairment"), SLF shall not be obligated to pay to Client any amount constituting a Periodic Overpayment or a Matured Debt Overpayment until it is satisfied that the Credit Impairment no longer exists. 4.5 The outstanding amount of Accounts purchased by SLF from Client and not yet paid for by its Account Debtors shall not exceed at any time the option of the Company, by: (a) cash; (b) SWIFT payment amount referred to such bank account in Schedule "B" as the Company may "Purchase Limit". 4.6 SLF shall be entitled to deduct from time the Purchase Price for the Accounts purchased by it as listed on each SCHEDULE OF ACCOUNTS (see Schedule "A") its standard wire transfer fee for all wire transfers and same-day or overnight courier service charges if Client requests that payment be delivered to time notify it in writing to the Distributor;such manner.

Pricing and Payment. 4.01 All 7.1 The charge for IT Products and Services and any relevant Installation Charges are listed in the Engagement Schedule. Unless otherwise indicated all prices exclude Value Added and any other Sales Taxes where applicable. 7.2 Payment of the Product to be supplied to the Distributor pursuant to all sums due under this Contractual Agreement shall be sold on an Ex-Works basismade in accordance with the agreed payment terms detailed in the applicable Engagement Schedule. In the absence of any specific payment terms in the Engagement Schedule, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor sums due under this Contractual Agreement shall be responsible for acts, deeds or omissions of the Company whilst acting paid in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment Great British Pounds Sterling and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: made within 30 (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteenthirty) days after from the date of the invoice thereof(the “Due Payment Period”). 7.3 In the case of IT Products and Services supplied to a location situated outside of the United Kingdom the Customer agrees to pay all import levies, the Company shall be entitled (without duties or taxes of whatever nature in relation to Services and IT Products related to this Contractual Agreement. 7.4 Without prejudice to Fuse Collaboration’s other rights, at its sole option Fuse Collaboration reserves the right to charge interest on any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order overdue invoice amounts payable by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale Customer to the overdue payment; and (c) charge the Distributor interest on the price Fuse Collaboration at the a rate of 104% (ten four per cent) per annum above the National Westminster Lloyds Bank plc base rate Base Rate. Such charges will be levied to the Customer upon written notification that current invoices have exceeded the Due Payment Period. Interest shall then be charged from the date of notification until payment is received from the Customer. Fuse Collaboration shall at its sole option, be entitled to terminate this Contractual Agreement for overdue sums exceeding 14 (fourteen) calendar days from notification of the Customer’s breach of the payment terms of this Contractual Agreement, such termination shall be in force accordance with Clause 16. 7.5 All charges for IT Products and Services are exclusive of all Over and Above Expenses that Fuse Collaboration reasonably incur except where specifically stated. Fuse Collaboration will notify the Customer as soon as is reasonably possible and invoice these charges to the Customer as and when they occur. 7.6 In the case of payments becoming more than 14 (fourteen) days overdue, Fuse Collaboration reserves the right to suspend any and all work. Upon receipt of payment, Xxxx Collaboration will agree to review current Engagement Schedules and amend or replace them as mutually agreed. Any additional costs resulting from time the delays in payment by the Customer shall be borne by the Customer. 7.7 In the event that the Customer makes payment for days in advance, any unused days within a period of 12 (twelve) months from date of order, will be treated as used. 7.8 In the event of any dispute in connection with any invoice rendered by Fuse Collaboration, Xxxxxxxx agrees to notify Fuse Collaboration of such dispute within 10 (ten) working days of date of invoice. The Parties agree to use reasonable endeavours to resolve such dispute within 10 (ten) working days of the date of notification. The Customer shall pay the whole or relevant part of the undisputed amount agreed between the Parties on the due date. 7.9 In the event the Customer disputes a part or the entire invoice due and the dispute is resolved in favour of Fuse Collaboration the Customer shall pay the disputed amount within 5 (five) working days of the date the dispute is resolved if the Due Payment Period for the invoice payment has been exceeded since the date of the invoice. If the Due Payment Period has not been exceeded the remaining time from the date of the payment became invoice shall apply. 7.10 In the event the Customer disputes a part or the entire invoice due until actual payment and the dispute is made resolved in favour of the Customer, Fuse Collaboration shall credit the disputed amount within 5 (irrespective five) working days of whether the date of payment the dispute is before or after any judgement or award in respect of the same)resolved. 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All (a) The Contract Price and applicable currency to be paid by the Customer to the Contractor is set forth in the Proposal at a cost not to exceed Eighty- Five Thousand and 31 dollars and sixty five cents. ($85,031.65) and is net of any Contractor Taxes. (b) The Customer shall pay the portion of the Product Contract Price billed monthly by the Contractor net Forty-Five (45) days after receipt of an invoice from the Contractor.Any amounts not paid when due shall be subject to interest at the rate of two percent (2%) per month or the highest rate allowed by law, whichever is less. (c) If, during the term of this Agreement, any new legislation, taxes or regulations are established that cause an increase in fees or charges in connection with oil and/or other waste removal requirements, the Customer shall be supplied responsible for paying Contractor such increased fees or charges, as applicable. (d) Customer agrees that the Work qualifies as services or materials on which a claim for lien (including without limitation a construction lien, mechanic’s lien or builder’s lien) may arise pursuant to the Distributor pursuant applicable legislation should the Contractor opt to pursue such lien for unpaid amounts owed to the Contractor. The Customer hereby waives any defense associated with the non-applicability of such lien legislation to the Work. The Customer shall execute and deliver any documents required for the Contractor to perfect its security interest in accordance with this Agreement Section 4(d). (e) If the Customer fails to make any of the payments when due, Customer shall be sold on an Ex-Works basis, and accordingly the Distributor shallpay, in addition to the priceany defaulted amount and interest thereon, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered Contractor’s legal fees, collection costs and court costs in connection herewith. The Contractor reserves the right to share any relevant credit information when requested of it. (f) If the Customer fails to meet an agreed upon appointment for the Contractor to carry out the Work, if access to the Site or Covered Unit(s) is denied by the Customer, or if the Customer otherwise delays the Work, the Customer shall be charged separately for any additional costs incurred by the Contractor as the result of such delay (“Delay Costs”), unless the Customer has provided at least five (5) days’ prior written notice to the Contractor cancelling the appointment. The Contractor reserves the right to invoice the Customer separately for any Delay Costs incurred. (g) The parties acknowledge that the Contract Price is based on or after a certain minimum expected annual operating hours as identified in the applicable date Proposal (the “Minimum Hours”). If the actual annual operating hours of the increase. 4.04 Full payment of Covered Unit(s) (the “Actual Hours”) fall short for any order must be received given year by MultiAdd within 7 days more than twenty percent (20%) of the order being placed. 4.05 If the Distributor fails to pay Minimum Hours for any of reason outside the Product within 15 (fifteen) days after the date of the invoice thereofContractor’s control, the Company Contractor shall be entitled compensated by multiplying the percentage difference, but in no event more than eighty percent (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to 80%), between the Distributor under any order; (b) sell or otherwise dispose of any of Actual Hours and the Product which are the subject of any order Minimum Hours, by the Distributorcost per operating hour as set forth in the Proposal. If applicable, whether or not appropriated thereto, and apply this adjustment will be calculated in January following the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time from the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same)previous year’s contract term. 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 3.1 Customer shall pay Bromcom the price for the licence fees for the Bromcom Software (including the cloud service charges for SaaS if applicable) and/or Other Software and/or any other services or fees as specified in the Order Acknowledgement in pounds sterling on the date[s] specified in the Order Acknowledgement. All such amounts are exclusive of VAT and equivalent taxes on sales and supplies unless otherwise stated. The said taxes will be added to the Product invoice and the whole price including taxes shall be paid without set-off or deduction and free from all withholdings. 3.2 All payments to be supplied to made by the Distributor pursuant to Customer under this Agreement shall be sold paid to an account designated by Bromcom either by direct debit instruction or BACS transfer and shall arrive on or before the due date in cleared funds. Prompt payment of all sums due under this Agreement is an Exessential condition of this Agreement. 3.3 The Customer agrees and accepts that its obligation to pay all the sums due under this Agreement on each due date for payment is absolute and unconditional and shall not be subject to any right of set-Works basisoff, counterclaim, abatement, reduction, deferment or withholdings of any nature (save as at law). In the event that any taxes, deductions or withholdings are required by law, the Customer undertakes to pay such additional amounts as necessary in order that the net amounts received by Bromcom after all deductions and accordingly withholdings will not be less than such payments would have been in the Distributor shall, in absence of such deductions and withholdings. 3.4 In addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it remedies that may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose be available, interest will accrue in respect of any of the Product which are the subject of sum outstanding to Bromcom on a daily basis both before and after any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price judgement at the rate of 103% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time of Lloyds Bank plc, and will be payable on demand. 3.5 Any sums paid by Customer to Bromcom and not expressly allocated by Customer to any invoice payment due from Customer may be allocated by Bromcom as it sees fit. 3.6 In the event that there is any oversight by Bromcom whereby an invoice is not charged to a Customer by the due date, Bromcom reserves the right to subsequently invoice the Customer for the monies due. 3.7 During the INITIAL term and any FOLLOW UP term the total of all charges for the term become payable at the start of the contract term. However, as a standard procedure Bromcom typically allows for payments to be made annually in advance during the contract term. Please note that should there be a termination by Customer before the end of the term or an irreparable breach of the contract by Customer at any time during the term, the remaining sum in the remaining contract term or terms becomes payable immediately. 3.8 During the term of each contract, and when invoices are issued for the annual charges, prices are subject to adjustments according to the Retail Price Index (RPI). This is reviewed annually in April and an average of the preceding 12 months rates, as issued by the Office of National Statistics, is applied. 3.9 Payment terms unless otherwise stated in writing are as in the next paragraph: 3.10 100% of the Year 1 Software, including SaaS Software with Cloud Computing hosting charges and First Year Setup charges, are payable on order. 100% of Training services apportioned to Year 1 are payable on order. For second and subsequent years, in the INITIAL or FOLLOW UP term(s), an invoice will be sent annually in advance describing the charges for each year of service and these invoices must be paid in advance of the period covered, subject always to clause 3.7. 3.11 Contract Start Date 3.12 Year 1 of the Software year and this Agreement starts from the date the payment became due until actual payment Contract Start Date which is made (irrespective of whether the date of payment that Bromcom commits resources to the contract and this is before or after any judgement or award in respect of the same). 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account same as the Company may from time to time notify Customer’s purchase order date, unless otherwise specified in writing to the Distributor;writing.

Pricing and Payment. 4.01 All of the Product to be supplied to the Distributor pursuant to this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 (a) The prices for Product/s are described on the Product Website/s and are incorporated into these terms by reference. All prices are in Indian rupees. The prices, products and services are subject to be supplied hereunder shall be change at the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and’s discretion. (b) give the Distributor not less than ninety days notice in writing All prices are exclusive of any alteration in such price lists, and the prices as so altered shall apply tax that may be required to all of the Product ordered on or after the applicable date of the increasebe remitted to tax authorities. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge The Company will use its best efforts to ensure that the Distributor interest accuracy of the prices and price related information stated on the price at Website/s. The Company does not make any representation that the rate prices quoted on the Website/s will match the offers provided by stores. (d) In the event of 10% (ten per cent) per annum above any inadvertent mistake by the National Westminster Bank plc base rate Company in force from time to time from quoting the date price, the payment became due until actual Company will notify You of the error before Your payment is made processed. You will then have the choice to either accept the correct price or to cancel Your Order. (irrespective e) The Company accepts the following form of whether payments: a) Online payment via Credit Card, Debit Card, Net Banking b) Cash on Delivery on limited locations c) Cash Deposit on our bank account. (f) You agree, understand, confirm and state that the date card details provided by You to transact on the Website will be correct, accurate and is owned by You. In the event You use the card belonging to any third party, then, You confirm that you have been authorized to or expressly permitted by such third party to use the card for making payments. (g) The Company will not be liable for any credit card fraud. The liability for use of payment is before or after any judgement or award in respect a card fraudulently will be on the User and the onus to 'prove otherwise' shall be exclusively on the User. (h) In addition to all other remedies available under law and equity and as detailed under this Agreement, the Company reserves the right to recover the cost of Product/s, collection charges, attorney’s charges etc., from an User using the Website/s fraudulently. Further, the Company reserves the right to initiate legal proceedings against such persons for fraudulent use of the same). 4.06 All prices for the Product are exclusive of any applicable value added or Website/s and any other sales tax, for which the Distributor shall be additionally liableunlawful acts or acts or omissions in breach of these terms and conditions. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All a) Unless the Customer has been provided with a fixed quote, the Customer shall be charged for the Products and Services as set out in AliWood's Product and Service Price List as it applies at the time of the Customer placing an Order for Products and or Services. If a Product to be supplied to or Service does not appear on the Distributor pursuant to this Agreement Product and Service Price List then AliWood shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition entitled to the price, be liable charge a reasonable amount for arranging and paying all costs of packaging, transport and insurance of each consignmentthat Product or Service. 4.02 Where the Company b) The Customer agrees to arrange for transport and insurance as agent pay AliWood in cleared funds for the Distributor provision of all Products or Services in accordance with the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions Terms of Payment set out at Item 5 of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the ProductSchedule. 4.03 c) The prices for Customer acknowledges that the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, Products and the prices as so altered shall apply to all of in the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must and Service Price List may be received modified by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force AliWood from time to time from without notice throughout the date currency of this Agreement and it shall be the payment became due until actual payment responsibility of the Customer to check with AliWood as to the availability and price of any particular Product or Service immediately prior to placing any Order. d) If the Customer has been provided with a fixed quote, then such quote is made (irrespective subject to any terms or provisions referred to in the quote. In the case of whether all such quotes, unless stated otherwise the date quote shall be subject to AliWood being able to source any items of equipment required for the Products or Services in a timely manner and, should AliWood not be able to do so, the quote shall no longer be binding upon it. e) Any quote that is based on drawings or specifications provided by or on behalf of the Customer shall be subject to change at AliWood's discretion should it become necessary that the Products or Services be provided in a manner other than strictly in accordance with those drawings orspecifications. f) The terms of payment is before or after any judgement or award shall be as set out in respect Item 5 of the same)Schedule save that AliWood shall be free at any time, at its sole discretion, to revoke or amend payment terms in regard to any future Orders and require payment in advance of supply of further Products orServices. 4.06 All prices g) Should the Schedule be silent as to terms of payment then the Customer must make payment in advance of delivery of any Products or Services. h) Payment by cheque is not deemed to have been made unless and until the proceeds of the cheque have cleared in AliWood's account. i) The Customer shall be liable for, and expressly undertakes to pay, all fees (including an administration fee in an amount to be set from time to time by AliWood) for the Product all costs incurred for any cheque being dishonoured for whatever reason. j) Unless otherwise stated, quotes for Products and Services or delivery are exclusive of GST and any other applicable taxes or duties. In addition to the price for the Products and Services the Customer shall also pay any applicable value added or any other sales taxGST, for which taxes orduties. k) Any quotation provided by AliWood to the Distributor Customer shall be additionally liablevalid only for 30 days from the time it was made and may be withdrawn at any time by AliWood within that period. 4.07 All l) In the event that the Customer seeks to alter the scope of the Products or Services after the Order has been placed, or if it becomes apparent to AliWood that the scope of the Products or Services needs for whatever reason to be modified ("Additional Works") AliWood shall be free, if it agrees to the Additional Works, to charge additional amounts over and above the quoted amount to take into account the Additional Works, including any additional labour and materials required. AliWood may seek approval of such Additional Works (if they are known) prior to the Additional Works being undertaken, and shall not be compelled to complete the Additional Works unless the Additional Works are agreed to between the Parties. m) In respect of payments shall required to be made by the Distributor in sterling (GBP), at the option Customer under this Agreement time shall be of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;essence.

Pricing and Payment. 4.01 All 4.1 During the Term of this Agreement, MSP may order the Services from SKOUT for MSP End Users at the applicable fees and prices set forth in SKOUT’s then-current Price List located on the SKOUT Partner Portal or otherwise set forth on the Sales Order Documentation. SKOUT may 4.2 Billing to occur at the earlier of installation of Services or thirty (30) days’ after the last date of signature of the Product to be supplied to the Distributor pursuant to this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: Sales Order Documentation. All payments are due thirty (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen30) days after from the date of invoice (“Invoice Due Date”). Unpaid fees that are not being disputed in good faith by MSP, are subject to a finance charge of 1.5% per month, or the invoice thereofmaximum permitted by law. MSP shall reimburse SKOUT’s cost of collection, including but not limited to reasonable attorney’s fees. 4.3 All fees and other amounts payable by MSP under this Agreement are exclusive of taxes and similar assessments. Without limiting the foregoing, the Company MSP is responsible for all sales, service, use, value added and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, local , or foreign governmental or regulatory authority on any amounts payable by the MSP hereunder, other than any taxes imposed on SKOUT's income. Any claim for exemption by MSP shall be entitled effective only after SKOUT’s receipt of all proper exemption documentation and requirements. 4.4 If any amount payable to SKOUT by MSP is in arrears for more than sixty (60) days from the Invoice Due Date, and not being disputed in good faith by MSP, SKOUT reserves the right at its sole discretion and without prejudice to any other right or remedy remedies it may have) to: , to (a) cancel or suspend any further delivery the provision of Services to the Distributor under any order; MSP End User until such time as payment is received by MSP; (b) sell assume the direct billing of MSP End User; or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge transfer the Distributor interest on Licenses to another managed service provider. MSP is responsible for determining the price at creditworthiness of MSP End User and the rate collection of 10% (ten per cent) per annum above fees from MSP End User. MSP acknowledges and agrees that SKOUT assumes no responsibility for the National Westminster Bank plc base rate in force from time bad debts or uncollected accounts of MSP End User. MSP shall pay to time from the date the payment became due until actual payment is made (irrespective SKOUT all fees when due, regardless of whether the date of MSP has received payment is before or after any judgement or award in respect of the same)from MSP End User. 4.06 All prices for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 6.1 Where acting in the capacity of a Distributor, Company will request quotes from Tenable and shall pay to Tenable for each copy or subscription of a Product ordered by Company based on the quoted prices. Tenable may invoice Company upon receipt of an acceptable order for amounts payable under this Agreement. All of the Product to be supplied to the Distributor pursuant to payments by Company under this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, made to Tenable in addition to the price, be liable U.S. dollars. If Company qualifies for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if credit (such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product qualification to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule Aat Tenable’s sole discretion), and accordingly the Company shall: must fully pay within thirty (a30) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereofinvoice. If credit has not been established, the Company must pay in advance. If payment is late, Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor pay interest on the price at the rate unpaid balance of 10% one and one-half percent (ten per cent1.5%) per annum above the National Westminster Bank plc base rate in force from time to time month from the date of invoice, with exception to invoices which are reasonably in dispute, or the maximum percentage permitted by law, whichever is less 6.2 Where acting in the capacity of a Reseller, all pricing and payment became due until actual payment is made (irrespective of whether terms for the date of payment is before or after any judgement or award in respect of Products will be between Company and the same)Distributor. All orders for Products placed by Company are subject to approval by Tenable, which shall not be unreasonably withheld. 4.06 All 6.3 Tenable may, in its sole discretion, discontinue any Product, or otherwise change the Products available under this Agreement upon thirty (30) days’ written notice to Company. Tenable may further change its prices and discounts upon written notice to Company. Tenable reserves the right not to fulfill any Products sold after this notice period for legacy Products that no longer conform to Tenable’s standards. 6.4 Company agrees to reimburse Tenable for any and all reasonable costs incurred by Tenable in the Product are exclusive collection of any applicable amounts due under this Agreement. 6.5 Tenable prices do not include shipping charges or any sales, use, value added or other taxes, customs duties or similar tariffs and fees that Tenable may be required to pay upon delivery of the Products, upon collection of amounts due hereunder or otherwise. Should any other sales tax, levy or other fee be assessed, Company agrees to pay such tax, levy or fee and to on demand indemnify Tenable for which the Distributor shall be additionally liableany claim for such tax, levy or fee. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All CFS shall pay a license fee to Netsol equal to fifty percent (50%) of the Product amounts actually collected from customers for (a) End User Licenses (proved, however, that in the event that the End User License is sold in connection with an end user license for CFS' Credit Line Lease Manager the applicable percentage shall be twenty-five percent (25%) of the license fee for those combined products), net of shipping charges, sales, excise, use, value added or other taxes, tariffs, duties or fees (including customs duties and broker charges) and net of any other amounts charged for ancillary products or services (the net amount is referred to be supplied as the "Price"), (b) support and maintenance services relating to the Distributor End User License, (c) customization of the Software performed by Netsol (but the amount paid to Netsol for customization shall be a minimum of not less than $300 per person-day). CFS shall be entitled to reimbursement for amounts paid to Netsol in accordance with this Section to the extent of fifty percent (50%) of any Customer refund made by CFS with respect to claims relating to Product performance. CFS shall not be required to make any payment to Netsol for revenue CFS receives from implementation of the Products in customer sites, except to the extent it involves Netsol in such implementation activities, and, in such case, only as agreed to by the parties. CFS shall pay Netsol a minimum of $1.2 million pursuant to this Agreement shall be sold Section (whether or not Customer receipts are sufficient to require such payment) during the period beginning on an Ex-Works basis, the Effective Date and accordingly ending on the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or 12 months after the applicable date Launch Date, inclusive of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereof, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributorall amounts paid hereunder, whether or not appropriated theretoCFS has sold enough Products to require payment in such amounts. To the extent of a shortfall in such payments, and apply CFS shall pay the proceeds amount of sale such shortfall at the end of such period to Netsol (but for purposes of such calculation, CFS shall be allowed to count as paid to Netsol, the overdue payment; and (c) charge applicable percentage of all accounts receivable CFS has accrued for Products delivered during the Distributor interest period, even if not collected by the last day of the Period, so long as Netsol's share of such accounts receivable are eventually paid within 90 days of the applicable due dates on the price payments schedule originally set up with the applicable Customer. No payments to Netsol will be owed by CFS with respect to two End User Licenses granted (with Netsol's consent, which shall not be unreasonably withheld or delayed) at no cost to one end user in the rate of 10% United States and to one end user in Europe (ten per cent) per annum above collectively, the National Westminster Bank plc base rate "Reference Sites"). <PAGE> In the event CFS desires to offer the Products to Customers on a basis in force from time to time from which the date the payment became due until actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). 4.06 All prices Customers would pay for the Product are exclusive of any applicable value added or any other sales tax, for which the Distributor shall be additionally liable. 4.07 All payments shall be made by the Distributor in sterling based on per-usage charges (GBPsuch as ASR), at the option parties will negotiate in good faith to determine an appropriate license fee for such arrangement. The parties intend to negotiate the fee within forty-five (45) days of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;date hereof.

Pricing and Payment. 4.01 5.1 All of prices listed in the Product to be supplied to the Distributor pursuant to this Agreement shall be sold on an Ex-Works basisFee Schedule are in Euro, unless otherwise stated and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignmentare quoted excluding VAT. 4.02 Where 5.2 Payment is required within the Company agrees to arrange for transport and insurance as agent for period stated in the Distributor invoice in the Company does so as manner indicated by ATPI. If no payment period is stated in the agent and the Distributor shall be responsible for actsinvoice, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd made within 7 days of the order being placedinvoice. 4.05 5.3 In the event that the Customer pays ATPI by credit card/lodge card, ATPI shall pass on any third-party costs associated with the credit/lodge card transaction incurred by ATPI to the Customer. 5.4 ATPI may require a deposit from the Customer to reserve the Travel Services. If full payment for the Distributor fails Travel Services is not received when due under the Travel Agreement, the Customer acknowledges and agrees the deposit may be forfeited without liability to pay for the ATPI. 5.5 Any dispute with respect to any amounts charged by ATPI to the Customer must be submitted by the Customer to ATPI in writing within 14 days of the Product within 15 (fifteen) days after the date of receipt of the invoice thereofinvoice, including a substantiation of the Company shall dispute. The purchase evidenced by the Order Confirmation will be entitled (without binding if the dispute is not so submitted within that time period. 5.6 Without prejudice to any other right or remedy rights to which it may have) to: (a) cancel or suspend be entitled, if any further delivery to the Distributor sum due and payable under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order this Agreement is not paid by the DistributorCustomer by the due date, whether or not appropriated thereto, and apply ATPI shall have the proceeds of sale right to the overdue payment; and (c) charge the Distributor statutory commercial interest in accordance with the Act of 2 August 2002 combatting late payment in commercial transactions, on the price at the rate of 10% (ten per cent) per annum above the National Westminster Bank plc base rate in force from time to time outstanding amount owed, from the date the payment became due until actual payment time it is made (irrespective of whether in default to the date of payment full payment. 5.7 If the Customer is before in default or after in the reasonable opinion of ATPI, likely to be in default of its obligations under this clause 5, ATPI may, to limit further damage, terminate (cancel) either in whole or in part, the Services, any judgement Travel Agreement and or award in respect this Agreement. In addition to the costs which third parties have already charged or will charge as result of the sametermination (cancellation), the Customer will remain liable for the original fee as well as any cancellation fee (if applicable) and ATPI may deduct from any pre-paid monies already held, notwithstanding why the pre-payment was made, such costs. 4.06 All prices 5.8 ATPI has certain agreements in place with Travel Service Providers/travel intermediaries, under which ATPI is entitled to compensation and/or other benefits. Such compensations/benefits are for the Product are exclusive sole benefit of any applicable value added or any other sales taxATPI. 5.9 Where ATPI is charged merchant fees by banks in instances where the Customer’s lodged credit card is presented for payment by ATPI, for which these merchant fees will be passed on to the Distributor Customer. 5.10 ATPI is entitled to increase the charges on 1 January in each year during the term. 5.11 The increase shall be additionally liablebased on National CPI, Retail Price Index, Health Index, or such other wage price index which may apply in the country from which ATPI provides the Services. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;

Pricing and Payment. 4.01 All of 4.1 The licence fees (“Fees”) for the Product to be supplied to the Distributor Product(s) licensed pursuant to this Agreement shall be sold on an Ex-Works basis, and accordingly the Distributor shall, in addition to the price, be liable for arranging and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributor, the Company shall provide the Distributor with a schedule of costs prior to making final arrangements for shipment and insurance coverage, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described are set forth in Schedule A, 1 hereto. Prices are quoted and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order payments must be received by MultiAdd within 7 days of made in sterling. Payments are due in accordance with the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereofterms set forth in Schedule 1. Unless otherwise specified, the Company invoices * . ETRX shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order charge interest on all amounts not paid by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price Due Date at the rate of 102% (ten per cent) per annum above the National Westminster Barclays Bank plc base rate in force rate, from time to time from in force. If HR disputes any invoice (in whole or in part) in good faith, HR may withhold the date disputed sums in accordance with the payment became due until actual payment is made next following paragraph of this Clause 4.1 and shall pay the undisputed sums as provided for above. The dispute resolution procedure set out in Clause 11 (irrespective of whether the date of payment is before or after any judgement or award “Dispute Resolution Procedure”) will be applied in respect of all disputed sums. In the same)event that any payments hereunder become due and payable by one party (the “Owing Party”) at a time when there is a bona fide claim (ie a disputed or overdue payment as opposed to a sum owing in the normal course) against the other party (the “Owed Party”) by the Owing Party, the Owing Party shall be entitled to pay any such sum into a joint interest-bearing deposit account in the joint names of Owing Party’s solicitors and the Owed Party’s solicitors (the “Escrow Account”) pending resolution of such claim in accordance with the Dispute Resolution Procedure. Upon resolution of such claim the Owed Party shall be entitled to payment from the Escrow Account of an amount which does not exceed the amount due to it from the Owing Party in relation to the resolved claim, with the balance standing to the credit of the Escrow Account being payable to the Owing Party. Interest accrued in the Escrow Account shall be apportioned pro rata between the payments made out of the Escrow Account as referred to above. 4.06 All prices 4.2 The Fees do not include any charge for the Product are exclusive of Value Added Tax and HR is solely responsible for paying any applicable value added or any other sales tax, for which the Distributor shall be additionally liableand all Value Added Tax arising in connection with this Agreement. 4.07 All payments shall 4.3 Both parties agree to take all reasonable steps to minimize taxes, which might be made assessed on either party based on the parties’ performance hereunder. 4.4 This Agreement is terminated for any reason, any Fees then due and payable by the Distributor HR to ETRX will immediately become payable in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;full.

Pricing and Payment. 4.01 (a) All prices and payments in connection with the Services and all communications related thereto must be kept confidential. Customer acknowledges that disclosing the price and payment terms of Services provided by the Company would harm the Company. (b) Payment for the Services shall be due in cash or other immediately transferable funds upon the Company’s delivery of the Product Vehicle, unless (a) other payment terms are set forth in writing and agreed to by the Company and Customer, or (b) credit terms for Customer are approved in a writing signed by an authorized representative of the Company. Payment shall be supplied made without any set-off, deduction, or withholding. (c) If no specific price for the Services is described in the Order, Customer shall pay the Company for the Services at the Company's current standard rates. (d) If Customer’s credit has been duly approved in advance by the Company in a writing signed by an authorized representative of the Company, the amounts due to the Distributor pursuant to this Agreement Company for the Services shall be sold on an Ex-Works basis, due in accordance with a credit agreement (a “Credit Agreement”) executed by Customer in connection with Customer's applying for credit with the Company. The terms and accordingly provisions of any such Credit Agreement are hereby incorporated herein. (e) If payment is not made in accordance with the Distributor shallforegoing terms, in addition to the price, be liable for arranging its other legal rights and paying all costs of packaging, transport and insurance of each consignment. 4.02 Where the Company agrees to arrange for transport and insurance as agent for the Distributor the Company does so as the agent and the Distributor shall be responsible for acts, deeds or omissions of the Company whilst acting in this capacity as if such acts, deeds or omissions were that of the Distributorremedies, the Company shall provide the Distributor with a schedule of costs prior (i) be entitled to making final arrangements for shipment and insurance coveragecharge Customer, and the Distributor shall not unreasonably withhold its approval of such costs, and the Distributor shall reimburse to the Company the full costs thereof and all the applicable provisions of this Agreement shall apply with respect to the payment of such costs as they apply to payment of the price of the Product. 4.03 The prices for the Product to be supplied hereunder shall be the Company's Ex-Works net wholesale prices as described in Schedule A, and accordingly the Company shall: (a) supply to the Distributor up to date Ex-Works price lists effective from time to time; and (b) give the Distributor not less than ninety days notice in writing of any alteration in such price lists, and the prices as so altered shall apply to all of the Product ordered on or after the applicable date of the increase. 4.04 Full payment of any order must be received by MultiAdd within 7 days of the order being placed. 4.05 If the Distributor fails to pay for any of the Product within 15 (fifteen) days after the date of the invoice thereofpayment becomes due, the Company shall be entitled (without prejudice to any other right or remedy it may have) to: (a) cancel or suspend any further delivery to the Distributor under any order; (b) sell or otherwise dispose of any of the Product which are the subject of any order by the Distributor, whether or not appropriated thereto, and apply the proceeds of sale to the overdue payment; and (c) charge the Distributor interest on the price at the rate of 10% one and one-half percent (ten per cent1.5%) per annum above month or the National Westminster Bank plc base highest rate in force from time to time from the date the payment became due allowable by law, whichever is less, until actual payment is made to the Company by Customer, and (irrespective ii) be entitled to withhold delivery of whether the date of Vehicle until payment is before or after any judgement or award in respect made to the Company by Customer. (f) If the Services include the provision of goods, the sameCompany reserves the right to impose a handling charge on goods returned for credit (which have been correctly supplied for the Order). 4.06 All prices for (g) The items and the Product are exclusive total amount set forth in the Order include only those labor, operations and materials required as evidenced by the Company’s inspection of the Vehicle to date. Additional labor, parts and materials may be required after commencement of the Services. Customer will be informed of any applicable value added or any other sales tax, for which the Distributor shall be additionally liableadditional costs prior to repair. 4.07 All payments shall be made by the Distributor in sterling (GBP), at the option of the Company, by: (a) cash; (b) SWIFT payment to such bank account as the Company may from time to time notify in writing to the Distributor;