Subscription and Fees. Subject to the treatment of Excess Subscription Receipts (as hereinafter defined) as will be contemplated by the Subscription Receipt Agreement, each Subscribed Security will entitle the holder thereof to receive:
(a) if no Termination Event (as hereinafter defined) occurs, automatically upon the Acquisition Closing (as hereinafter defined), without any action on the part of the holder thereof and without payment of additional consideration (i) one Placement Underlying Share, and (ii) a Dividend Equivalent Payment (as hereinafter defined); or
(b) if a Termination Event occurs, the Termination Payment (as hereinafter defined). Subject to the terms and conditions hereof, the Investor hereby irrevocably agrees to purchase from the Corporation all, but not less than all, of the Subscribed Securities at the Closing Time, and the Corporation hereby agrees to issue and sell to the Investor at the Closing Time all, but not less than all, of the Subscribed Securities at a subscription price of $134.50 per Subscribed Security (the “Subscription Price”), representing an aggregate subscription price of $500,000,118.50 (the “Subscription Amount”). If no Termination Event occurs and Common Shares are issued to holders of Subscription Receipts pursuant to the terms of the Subscription Receipt Agreement, in consideration for providing the Corporation with certainty regarding financing a portion of the aggregate Acquisition Price, the Corporation hereby agrees to pay to the Investor on the date of the Acquisition Closing (a) a fee equal to $20,000,004.74 (being $5.38 per Subscribed Security) and (b) if the Corporation completes a "bought deal" underwritten offering of subscription receipts to finance the Acquisition (a "Bought Deal") and the price per subscription receipt in that offering (the "Bought Deal Price", which for greater certainty shall be determined without giving effect to any fees payable to the underwriters) is less than the Subscription Price, a fee per Subscribed Security equal to: (x) if the Bought Deal is completed during the period beginning on the date hereof and ending on the date that is two Business Days following the date on which the Corporation releases its annual results for the fiscal year ended December 31, 2020 (the "Specified Period"), the difference between (i) the Subscription Price and (ii) the Bought Deal Price; or (y) if the Bought Deal is completed after the Specified Period, $1.345 ((x) or (y) as applicable being the "Bought Deal Fee"...
Subscription and Fees. Customer must pay to Wolters Kluwer the fees for the Software as set forth on Customer’s Order Form. ALL SALES ARE FINAL. Except as set forth above, orders are non-refundable and cancellation is not permitted. Additional Fees may apply for additional storage or as documented on an Order Form may be charged (e.g., for additional Application modules, for optional features or services, or for use by additional Authorized Users). Customer agrees to keep a valid credit or debit card with sufficient funds on account with Wolters Kluwer in order to pay all Fees when due. Wolters Kluwer reserves the right to increase a Fee at any time with at least thirty (30) days’ notice provided to Customer prior to any such Fee increase.
Subscription and Fees. Subscription Service and Fees apply to each location as follows. All prices listed are in US Dollars (USD).
A. Subscription Services Included with this Agreement
B. Monthly Access and Transaction Fees Monthly Price First Location Each Additional Location Per Month Cards On File Transaction Fee
C. Setup, Integration and Other Non-Recurring Fees Fee Description Amount After the initial integration is complete, if an additional account set-up is requested, a $99.00 set-up fee will be charged. If a subscriber elects to migrate their processing account to another WEX certified provider after the initial set-up, a $99 migration fee will be charged for each Merchant Account (MID), Location or Terminal requested.
Subscription and Fees. Subscription and Fees are provided to pre-school owners through a “Contract Agreement” document which is an addendum to this document. For parents, the use of our software services is free of charge. Pre-school owners may choose to charge parents additional fees.
Subscription and Fees a) Independent Deal Program & Reseller deal Program In consideration of the services rendered hereunder, all Recordings submitted on the Independent Deal require that you purchase a recurring fee-‐based subscription via a Payment Method. These fees may be amended from time to time by Company without notice to you. You expressly agree that Company is authorized to deduct your recurring subscription fees, any applicable tax and other charges you may incur in connection with your use of the Services directly from your account credit (i.e., your share of Net Income) or charge such fees to any Payment Method you provide to Company. You are solely responsible for all charges, fees, duties, taxes, and assessments arising out of any use of your account by you or anyone else using your account. If you notify Company in writing that you are terminating your subscription for one or more of your Recordings, no further subscription fees will be charged to your account or Payment Method for those Recordings and all terminated Recordings will be removed from their respective Consumer Stores. You will not be entitled to reimbursement of any pre-‐paid fees with respect to any terminated Recordings. If for any reason you fail to make a payment or a payment is reversed hereunder via the Payment Method or any other method after agreeing to these Terms of Service, Company will be entitled to recoup, at its sole discretion, the subscription fee, by any means necessary, including the right to keep your account active and collect any resulting royalties until the subscription fee is fully recouped. It is your responsibility to notify Company if your Payment Method has changed. If you do not provide a valid Payment Method your service may be disconnected or interrupted at Company’s sole discretion.
b) Beginner Deal Program As defined in Section 6a -‐ with the following adaptions. All Recordings submitted and accepted for the Beginner Deal Program require NO recurring fee-‐based subscription. They are submitted and distributed to Consumer Stores without Service Fee for Distribution. Company is allowed to remove Releases from the Beginner Deal Program at any time. In case of Removal from the Beginner Deal Program Customer will be notified and asked to switch to Independent Deal Program or accept the removal from Consumer Stores. Company is entitled to continue distribution of Release to Consumer Stores after initial time period. Payout percentages for Customer will stay at the s...
Subscription and Fees. 2.1 The Subscriber will subscribe to the Service on a monthly or annual basis with pricing outlined on the subscription invoice that will be provided as part of the subscription process.
2.2 Renewal fees will be the same as those in your subscription invoice unless you are notified of a price increase. As per section 3.2, any changes will be confirmed 90 days prior to your renewal date.
2.3 The Subscriber can add or subtract users throughout the billing cycle, by contacting support via email or through the live chat feature. Subscribers will be charged the same per advisor fee that they are currently charged unless the change triggers an increase or decrease based on the total number of advisors. These changes and pro-rata charges or credits will be reflected in the following billing cycles unless otherwise agreed to in advance by both parties.
2.4 The terms and conditions referenced in Schedule A will apply to any current or future additional services contracted with the Subscriber.
Subscription and Fees
