Common use of Subscription Services Clause in Contracts

Subscription Services. 3.1. The Subscription Services fees are payable monthly in advance by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid the Subscription Services in advance. 3.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority to STARTRACK VEHICLE TRACKING, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may be, the amounts due in terms of this agreement. 3.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for payment of the Subscription Services and STARTRACK VEHICLE TRACKING shall propose replacement or repair charges to restore the equipment. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER shall be liable to pay interest at Prime plus 6% on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereof. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) and will be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed at the time. months (ALTERNATE PERIOD). The subscription agreement commences on the 20 and will be of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 .

Subscription Services. 3.1BTerrell agrees to provide to the Customer a subscription to BTerrell’s application program (the “Service”) pursuant to the Order Schedule in Exhibit B. The Order Schedule and its associated terms and conditions are predicated on the Customer being current with a Sage Intacct subscription. The Subscription Services fees are payable monthly in advance by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled Customer represents that they have reviewed and expressly agree to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use all of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid the Subscription Services in advance. 3.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority to STARTRACK VEHICLE TRACKING, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may be, the amounts due in terms of this agreement. 3.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional Agreement as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for payment of the Subscription Services and STARTRACK VEHICLE TRACKING shall propose replacement or repair charges to restore the equipment. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anythingEffective Date, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER shall be liable to pay interest at Prime plus 6% in their current form on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereof. 3.7any renewal of this Agreement. The subscription agreement commences on Order Schedule will remain in effect until all Customer subscriptions ordered under the 20 (INITIAL PERIOD) Order Schedule have expired or have been properly terminated. By accessing, using, or installing any part of the Service, Customer expressly agrees and consents to be bound by all of the terms of this Agreement and of the Statement of Work in Exhibit A and of the Order Schedule in Exhibit B. If Customer does not agree to all of the terms of this Agreement, Customer may not access, use or install any part of the Service. The Customer may contact a representative of BTerrell for training, guidance, research or questions regarding the Service. TERMS & COST OF SUBSCRIPTION SERVICES: Subscriptions specified in the Order Schedule will be of force and effect run for a minimum period of 36 months from one year (the "Initial Term"). All subscriptions will automatically renew for an additional subscription period of one year (the "Renewal Term") subject to these terms unless either party gives the other party notice of non-renewal at least 60 days prior to the end of the relevant subscription period. If Customer adds subscriptions after the beginning of a subscription period, or after the beginning of a related Sage Intacct subscription period, the initial term of such new subscriptions will run until the end of the then-current subscription period or Sage Intacct subscription period, for a prorated fee. Customer or BTerrell may not re-assign its rights and obligations under this Agreement without the prior written consent of the other party. Notwithstanding the foregoing, either party may assign this Agreement without the other party's consent to an affiliate or in the event of a sale of all or substantially all of its assets or in the event of a merger, corporate reorganization or business consolidation of the party. Cost of Subscription Access: The fees applicable to the Service Customer is ordering are set forth in the Order Schedule. Customer shall pay all undisputed invoices within thirty (30) calendar days of the date of invoice. Subscriptions added during the term will be pro-rated and or signature billed for the remainder of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed then-current term at the pricing applicable to then-existing subscriptions. BTerrell, from time to time, may change fees but shall not exceed a 5% increase per annum. months (ALTERNATE PERIOD)Customer will be notified at least 30 days in advance of the effective date of changes in fees. The subscription agreement commences on the 20 Such changes will become effective upon Customer's next renewal term and will not affect the prices for the Service during the current term. All fees listed in the Order Schedule are exclusive of any taxes. Customer will be responsible for all taxes, including sales, personal property or use taxes, imposed on such amounts. All payments are non-refundable once the Service has been provided. There are no refunds of force and effect any prepaid amounts unless there is termination for a minimum period convenience by BTerrell or Customer terminates this Agreement for cause. Additional Terms of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 .Use:

Subscription Services. 3.12.1. The Subscription Services fees are payable monthly in advance XXXX shall, subject to payment of the Membership Fee by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled Contractor to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid XXXX, provide the Subscription Services for the durations outlined in advanceclauses 4.2.1 and 4.2.2 (whichever should apply) and, if any XXXX Assessment(s) are included in the Membership Fee, provide such XXXX Assessment(s). 3.32.2. The CUSTOMER's signature hereto constitutes CUSTOMER's authority For the avoidance of doubt XXXX shall, as part of the Subscription Services, only list Contractors on its website which: i) Are Accredited Contractors; and ii) Have paid a Membership Fee covering the applicable period. 2.3. Subject always to STARTRACK VEHICLE TRACKINGclause 2.9, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may befollowing successful completion and passing of any relevant XXXX Assessment, the amounts due in terms Contractor shall be an Accredited Contractor for a period of this agreement.either twelve (12) months or for a period to be determined by XXXX and made known to the Contractor prior to applying for such XXXX Assessment (“Accreditation Period”). If at any time during the Accreditation Period the Contractor has not paid the Membership Fee then the Contractor shall cease to be an Accredited Contractor until such time, within the Accreditation Period, as the Contractor has paid the applicable Membership Fee. Page4 Contractor Terms and Conditions (2021) 3.42.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for Subject to payment of the Subscription Membership Fee, the Contractor may request additional XXXX Assessment(s) and/or other products and services from XXXX. Such further requests shall be deemed to be Additional Services for the purposes of this Agreement. The price payable by the Contractor to XXXX for the Additional Services shall be determined by XXXX and STARTRACK VEHICLE TRACKING shall propose replacement or repair charges made known to restore the equipmentContractor prior to the Contractor confirming an order for the Additional Services. 3.52.5. In any circumstances where The Membership Fee shall be payable as either a Monthly Payment or an Annual Payment, the equipment has failed for whatever reason availability of such payment options shall be at the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING against losses sustained by the CUSTOMER as a result sole discretion of or consequential XXXX. 2.6. The Contractor shall permit XXXX to share information and data in relation to the failing Contractor with Clients and/or on CHAS’s publicly available website for the purpose of performance of the equipmentServices. 2.7. The CUSTOMER acknowledges Contractor shall permit XXXX to share information and data in relation to the Contractor with the Recognised Assessment Bodies for the purposes of facilitating and operating the Common Assessment Standard. 2.8. XXXX reserves the right to reject the Contractor’s application to become an Accredited Contractor in the event that the equipment is Contractor does not meet the required standard following a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes itXXXX Assessment. 3.62.9. The CUSTOMER shall be liable XXXX further reserves the right to remove the Contractor from the XXXX list of Accredited Contractors in the event that the Contractor, at any time, ceases to meet the required standard for accreditation or fails to pay interest at Prime plus 6% on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereofany applicable fees. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) and will be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed at the time. months (ALTERNATE PERIOD). The subscription agreement commences on the 20 and will be of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 .

Subscription Services. 3.1. The Subscription Services fees are payable monthly in advance by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid the Subscription Services in advance. 3.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority to STARTRACK VEHICLE TRACKINGSELFTRACK, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may be, the amounts due in terms of this agreement. 3.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for payment of the Subscription Services and STARTRACK VEHICLE TRACKING SELFTRACK shall propose replacement or repair charges to restore the equipment. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING SELFTRACK against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER shall be liable to pay interest at Prime plus 6% on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereof. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) and will be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed at the time. 3.8. months (ALTERNATE PERIOD). The Notwithstanding the initial period of the subscription agreement, the Customer has matched the subscription agreement commences on to the period of the vehicle finance being 20 and will be of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . 3.9. The subscription agreement is for a minimum period of 36 months. Should the subscription agreement be cancelled before the full effluxion of time, the Client acknowledges that the balance of the 36-month contract will immediately become due and payable. All termination requests are subject to a 30-day(s) notice period. 3.10. The subscription agreement will escalate on an annual basis effective 1 March each year. The escalation will be based on CPI.

Subscription Services. 3.1. The Subscription Services fees are payable monthly in advance by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid the Subscription Services in advance. 3.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority to STARTRACK VEHICLE TRACKINGSELFTRACK, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may be, the amounts due in terms of this agreement. 3.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for payment of the Subscription Services and STARTRACK VEHICLE TRACKING SELFTRACK shall propose replacement or repair charges to restore the equipment. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING SELFTRACK against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER shall be liable to pay interest at Prime plus 6% on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereof. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) ), and will be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may my be renewed for a further period on a basis to be agreed at the time. 3.8. Notwithstanding the initial period of the subscription agreement, the Customer has matched the subscription agreement to the period of the vehicle finance being months (ALTERNATE PERIOD). The subscription agreement commences on the 20 and will be of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . 3.9. The subscription agreement is for a minimum period of 36 months. Should the subscription agreement be cancelled before the full effluxion of time, the Client acknowledges that the balance of the 36 month contract will immediately become due and payable. All termination requests are subject to a 30 day(s) notice period. 3.10. The subscription agreement will escalate on an annual basis effective 1 March each year. The escalation will be based on CPI.

Subscription Services. 3.12.1. The Subscription Services fees are payable monthly in advance CHAS shall, subject to payment of the Membership Fee by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled Contractor/Supplier to withhold Subscriptions or any part thereof or apply set off for reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid CHAS, provide the Subscription Services for the durations outlined in advanceclauses 4.2.1 and 4.2.2 (whichever should apply) and, if any CHAS Assessment(s)/Verfication(s) are included in the Membership Fee, provide such CHAS Assessment(s)/Verification(s). Contractors/Suppliers Terms & Conditions v2.0 01/07/2022 Uncontrolled document when printed 2.2. For the avoidance of doubt CHAS shall, as part of the Subscription Services, only list Contractors/Suppliers on its website which: i) Are Accredited Contractors/Verified Suppliers; and ii) Have paid a Membership Fee covering the applicable period. 3.32.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority Subject always to STARTRACK VEHICLE TRACKINGclause 2.9, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may befollowing successful completion and passing of any relevant CHAS Assessment/Verification, the amounts due in terms Contractor/Supplier shall be an Accredited Contractor/Verified Supplier for a period of this agreementeither twelve (12) months or for a period to be determined by CHAS and made known to the Contractor/Supplier prior to applying for such CHAS Assessment (“Accreditation Period”)/CHAS Verification (“Verification Period”). If at any time during the Accreditation Period the Contractor/Supplier has not paid the Membership Fee then the Contractor/Supplier shall cease to be an Accredited Contractor/Verified Supplier until such time, within the Accreditation Period, as the Contractor/Supplier has paid the applicable Membership Fee. 3.42.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for Subject to payment of the Subscription Membership Fee, the Contractor/Supplier may request additional CHAS Assessment(s)/Verification(s) and/or other products and services from CHAS. Such further requests shall be deemed to be Additional Services for the purposes of this Agreement. The price payable by the Contractor/Supplier to CHAS for the Additional Services shall be determined by CHAS and STARTRACK VEHICLE TRACKING shall propose replacement or repair charges made known to restore the equipmentContractor/Supplier prior to the Contractor/Supplier confirming an order for the Additional Services. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment2.5. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER Membership Fee shall be liable to pay interest at Prime plus 6% on all payments provided for in this agreement which are overduepayable as either a Monthly Payment or an Annual Payment, calculated from the date upon which availability of such payments became due and payable to the date of payment thereof. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) and will options shall be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed at the time. months (ALTERNATE PERIOD). The subscription agreement commences on the 20 and will be sole discretion of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 CHAS.

Subscription Services. 3.1. The Subscription Services fees are payable monthly in advance by the CUSTOMER. 3.2. The CUSTOMER shall not be entitled to withhold Subscriptions or any part thereof or apply set off for any reason whatsoever and acknowledge that the delivery of service or the use of the equipment subject to the rental agreement or any part thereof is subject to the CUSTOMER having paid the Subscription Services in advance. 3.3. The CUSTOMER's signature hereto constitutes CUSTOMER's authority to STARTRACK VEHICLE TRACKINGSELFTRACK, its cessionary(ies) or its collection agent to draw against CUSTOMER's bank account, wherever it may be, the amounts due in terms of this agreement. 3.4. Where the equipment or any part thereof has been damaged or has become unserviceable or has become dysfunctional as a result of the CUSTOMER, its employees, agents or any other third party tampering with, or relocating or in any other way interfering with the equipment and its functionality as commissioned, the CUSTOMER shall remain liable for payment of the Subscription Services and STARTRACK VEHICLE TRACKING SELFTRACK shall propose replacement or repair charges to restore the equipment. 3.5. In any circumstances where the equipment has failed for whatever reason the CUSTOMER will indemnify STARTRACK VEHICLE TRACKING SELFTRACK against losses sustained by the CUSTOMER as a result of or consequential to the failing of the equipment. The CUSTOMER acknowledges that the equipment is not a guarantee or warranty against anything, and the benefit of the equipment lies within the extent to which the CUSTOMER utilizes it. 3.6. The CUSTOMER shall be liable to pay interest at Prime plus 6% on all payments provided for in this agreement which are overdue, calculated from the date upon which such payments became due and payable to the date of payment thereof. 3.7. The subscription agreement commences on the 20 (INITIAL PERIOD) and will be of force and effect for a minimum period of 36 months from the date of and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 . Thereafter the subscription agreement may be renewed for a further period on a basis to be agreed at the time. months (ALTERNATE PERIOD). The subscription agreement commences on the 20 and will be of force and effect for a minimum period of months from the date and or signature of this agreement. The subscription agreement shall therefore terminate on the 20 .