Common use of Monetary Consideration Clause in Contracts

Monetary Consideration. In consideration for the access granted herein to the Platform, Customer shall pay Paper Education Company Inc. the fees set forth in Schedule “B”. Unless otherwise provided in Schedule “B” or as otherwise set out herein, the fees are payable in advance within thirty (30) days for the beginning of the initial term and any renewal terms. Except as otherwise set out in Schedule “B”, the fees may be increased by Paper Education Company Inc. by giving the Customer thirty (30) days’ prior written notice at any point in time and will be applied at the following invoice to be issued to the Customer. Customer shall have the option of terminating the Agreement by providing written notice if it disagrees with the price increase set out in Provider’s written notice, provided this is done no later than at the expiration of the notice period. Except as otherwise noted in Schedule “B” to this Agreement, in the event that Customer adds additional student access during the term, fees associated with such additional accesses shall be payable within thirty (30) days of the end of the term during which they are requested. Except as otherwise noted in Schedule “B” to this Agreement, additional accesses may be purchased only in a minimum quantity of ten (10) student accesses at a time. There are no limits on the number of administrator and teacher accesses to the Platform and no charge for such accesses. Except to the extent that Schedule “B” expressly provides for a right to terminate for convenience, all amounts payable under this Agreement shall be non-refundable. Notwithstanding the foregoing, in the event of a permitted termination for convenience, Paper Education Company Inc. shall refund to Customer the unused portion of any prepaid fees on a proportional basis to the date of termination. All payments shall be exclusive of any tariffs, duties or taxes imposed or levied by any government or governmental agency. Customer shall be liable for payment of all such taxes, however designated, levied or based on Customer’s or its Users’ possession or use of the Platform including, federal, provincial, state or local sales taxes. Customer agrees that all amounts payable by Customer pursuant to this Agreement shall be paid without any deduction or withholding on account of any taxes, monetary transfer fees, or other charges or withholdings of any nature, except to the extent that the deduction or withholding of any tax is required by applicable law, in which event Customer shall (i) pay to Paper Education Company Inc. such additional amount as is necessary so that Paper Education Company Inc. receives, after such deduction or withholding (including any withholding with respect to this additional amount), an amount equal to the amount that Paper Education Company Inc. would have received if such deduction or withholding had not been made and (ii) deliver to Paper Education Company Inc. within thirty (30) days after the date of such payment an official receipt of the relevant taxing authority showing that Paper Education Company Inc. paid to such taxing authority the full amount of the tax required to be deducted or withheld. Paper Education Company Inc. shall take reasonable administrative actions, if possible, to lawfully mitigate or to help recover on behalf of Customer any withholding taxes, if and only if none of the foregoing actions would operate to prejudice Provider with respect to its tax liability or otherwise. Unless otherwise expressly set forth in a Proposal, all prices are expressed in Canadian dollars.

Monetary Consideration. In consideration for the access granted herein to the Platform, Customer shall pay Paper Education Company Inc. the fees set forth in Schedule “B”. A. Unless otherwise provided in Schedule “B” A or as otherwise set out herein, the fees are payable in advance within thirty (30) days for the beginning of the initial term and any renewal terms. Except as otherwise set out in Schedule “B”A, and the initial term, the fees may be increased by Paper Education Company Inc. by giving the Customer thirty (30) days’ prior written notice at any point in time and will be applied at the following invoice to be issued to the Customer. Customer shall have the option of terminating the Agreement by providing written notice if it disagrees with the price increase set out in Provider’s written notice, provided this is done no later than at the expiration of the notice period. Except as otherwise noted in Schedule “B” A to this Agreement, in the event that Customer adds additional student access during the term, fees associated with such additional accesses shall be payable within thirty (30) days of the end of the term during which they are requested. Except as otherwise noted in Schedule “B” A to this Agreement, additional accesses may be purchased only in a minimum quantity of ten (10) student accesses at a time. There are no limits on the number of administrator and teacher accesses to the Platform and no charge for such accesses. Except to the extent that Schedule “B” expressly provides for a right to terminate for convenience, all All amounts payable under this Agreement shall be non-refundable. Notwithstanding the foregoing, in the event of a permitted termination for convenience, Paper Education Company Inc. shall refund to Customer the unused portion of any prepaid fees on a proportional basis to the date of termination. All payments shall be exclusive of any tariffs, duties or taxes imposed or levied by any government or governmental agency. Customer shall be liable for payment of all such taxes, however designated, levied or based on Customer’s or its Users’ possession or use of the Platform including, federal, provincial, state or local sales taxes. Customer agrees that all amounts payable by Customer pursuant to this Agreement shall be paid without any deduction or withholding on account of any taxes, monetary transfer fees, or other charges or withholdings of any nature, except to the extent that the deduction or withholding of any tax is required by applicable law, in which event Customer shall (i) pay to Paper Education Company Inc. such additional amount as is necessary so that Paper Education Company Inc. receives, after such deduction or withholding (including any withholding with respect to this additional amount), an amount equal to the amount that Paper Education Company Inc. would have received if such deduction or withholding had not been made and (ii) deliver to Paper Education Company Inc. within thirty (30) days after the date of such payment an official receipt of the relevant taxing authority showing that Paper Education Company Inc. paid to such taxing authority the full amount of the tax required to be deducted or withheld. Paper Education Company Inc. shall take reasonable administrative actions, if possible, to lawfully mitigate or to help recover on behalf of Customer any withholding taxes, if and only if none of the foregoing actions would operate to prejudice Provider Paper with respect to its tax liability or otherwise. Unless otherwise expressly set forth in a ProposalPaper will provide Customer with all information necessary to comply with tax requirements pursuant to the State of California and/or the United State of America including, all prices are expressed in Canadian dollarswithout limitation, the Tax Identification Number (TIN). In the event that Customer is considered tax-exempt, Customer shall provide evidence of such status with execution of this Agreement.

Monetary Consideration. In consideration for the access granted herein to the Platform, Customer shall pay Paper Education Company Inc. the fees set forth in Schedule “B”. A. Unless otherwise provided in Schedule “B” A or as otherwise set out herein, the fees are payable in advance within thirty (30) days for the beginning of the initial term and any renewal terms. Except as otherwise set out in Schedule “B”A, the fees may be increased by Paper Education Company Inc. by giving the Customer thirty (30) days’ prior written notice at any point in time and will be applied at the following invoice to be issued to the Customer. Customer shall have the option of terminating the Agreement by providing written notice if it disagrees with the price increase set out in Provider’s written notice, provided this is done no later than at the expiration of the notice period. Except as otherwise noted in Schedule “B” A to this Agreement, in the event that Customer adds additional student access during the term, fees associated with such additional accesses shall be payable within thirty (30) days of the end of the term during which they are requested. Except as otherwise noted in Schedule “B” A to this Agreement, additional accesses may be purchased only in a minimum quantity of ten (10) student accesses at a time. There are no limits on the number of administrator and teacher accesses to the Platform and no charge for such accesses. Except to the extent that Schedule “B” expressly provides for a right to terminate for convenience, all All amounts payable under this Agreement shall be non-refundable. Notwithstanding the foregoing, in the event of a permitted termination for convenience, Paper Education Company Inc. shall refund to Customer the unused portion of any prepaid fees on a proportional basis to the date of termination. All payments shall be exclusive of any tariffs, duties or taxes imposed or levied by any government or governmental agency. Customer shall be liable for payment of all such taxes, however designated, levied or based on Customer’s or its Users’ possession or use of the Platform including, federal, provincial, state or local sales taxes. Customer agrees that all amounts payable by Customer pursuant to this Agreement shall be paid without any deduction or withholding on account of any taxes, monetary transfer fees, or other charges or withholdings of any nature, except to the extent that the deduction or withholding of any tax is required by applicable law, in which event Customer shall (i) pay to Paper Education Company Inc. such additional amount as is necessary so that Paper Education Company Inc. receives, after such deduction or withholding (including any withholding with respect to this additional amount), an amount equal to the amount that Paper Education Company Inc. would have received if such deduction or withholding had not been made and (ii) deliver to Paper Education Company Inc. within thirty (30) days after the date of such payment an official receipt of the relevant taxing authority showing that Paper Education Company Inc. paid to such taxing authority the full amount of the tax required to be deducted or withheld. Paper Education Company Inc. shall take reasonable administrative actions, if possible, to lawfully mitigate or to help recover on behalf of Customer any withholding taxes, if and only if none of the foregoing actions would operate to prejudice Provider with respect to its tax liability or otherwise. Unless otherwise expressly set forth in a Proposal, all prices are expressed in Canadian dollars.