Common use of Fees for Services Performed Clause in Contracts

Fees for Services Performed. 9.1. Subcontractor shall be paid the amounts determined in accordance with this Section 9 and the SOW for the Services and Subcontractor Work Product . Such payments shall be Subcontractor's sole compensation, including travel and all other expenses, for its rendering of the Services and preparation and delivery of the Subcontractor Work Product, including the Subcontractor Work Product and Results required to be delivered to Cisco under this Agreement and the applicable SOW. 9.2. Except as otherwise set forth in an applicable SOW, Subcontractor shall determine the amount due for each category of resource listed in the following chart by multiplying the hourly rate for each such category times the number of hours (rounded to the nearest 1/10 of an hour) spent by such resource in providing Services for the project specified in the SOW (the "Project"). Subject to Subcontractor approval, additional discounts may apply. DESCRIPTION OF QUALIFICATIONS, RESOURCE CATEGORY RATE PER HOUR RESPONSIBILITIES AND TASKS ----------------- ------------- -------------------------- Project Manager US $250 Senior Project Engineer US $225 Project Engineer US $200 ___________________ US$ ___________________ US$ 9.3. Cisco shall notify Subcontractor in writing within 5 days following the later of (i) completion of the Services and acceptance of the Services and Deliverables by Cisco and Customer and (ii) final acceptance of the Project by Customer. Subcontractor shall invoice Cisco at the address set forth in the SOW for the Services provided with respect to the Project in an amount determined in accordance with this Section 9 and the SOW. Payment terms are thirty days from receipt of a correct invoice. If Cisco shall send to Vendor payment for an invoice within 10 days of receipt of an invoice from Vendor, the amounts otherwise due Subcontractor pursuant to such invoice shall be reduced by two percent (2%) and payment of such reduced amount by Cisco shall constitute payment in full of the invoiced amount. 9.4. Subcontractor represents and warrants to Cisco that the charges to Cisco set forth in this Agreement are not and will not be less favorable than those charged by Subcontractor for substantially similar products and/or services in equal or lesser quantities and on substantially similar terms, in the same practice area (as identified from time to time on Subcontractor's web page) and the same geographic area, when acting as a subcontractor for other "backbone" equipment providers (such third-party charges being sometimes referred to herein as "Comparable Third-Party Charges"). In the event that Subcontractor enters into an agreement with a third party pursuant to which the Comparable Third-Party Charges charged by Subcontractor are less than those charged to Cisco hereunder in any material respect, then Subcontractor shall promptly notify Cisco of such agreement, including the material terms thereof. Cisco may within sixty (60) days after receiving such notice elect to substitute the provisions governing consideration to Subcontractor under such agreement for the consideration provisions of this Agreement, provided, in such event, that Cisco shall be required to assume in writing and perform all material terms governing consideration and other obligations, and satisfy any material conditions, to which such third party is subject under its agreement with Subcontractor. The provisions so substituted and terms and conditions so assumed by Cisco shall apply to all products and services subsequently ordered by Cisco hereunder, PROVIDED, that notwithstanding the foregoing provisions of this Section 9.4, in the event that Cisco exercises the rights described in this Section, Subcontractor shall have the right, exercisable by written notice to Cisco given within sixty (60) days after receiving Cisco's notice exercising its rights hereunder, to terminate this Agreement, in which event Subcontractor shall comply with Section 14.4 hereof with respect to any uncompleted SOW's and with Section 14.5 hereof.

Fees for Services Performed. 9.1. Subcontractor shall be paid the amounts determined in accordance with this Section 9 and the SOW for the Services and Subcontractor Work Product . Such payments shall be Subcontractor's sole compensation, including travel and all other expenses, for its rendering of the Services and preparation and delivery of the Subcontractor Work Product, including the Subcontractor Work Product and Results required to be delivered to Cisco under this Agreement and the applicable SOW. 9.2. Except as otherwise set forth in an applicable SOW, Subcontractor shall determine the amount due for each category of resource listed in the following chart by multiplying the hourly rate for each such category times the number of hours (rounded to the nearest 1/10 of an hour) [****] spent by such resource in providing Services for the project specified in the SOW (the "Project"). Subject to Subcontractor approval, additional discounts may apply. DESCRIPTION OF QUALIFICATIONS, RESOURCE CATEGORY RATE PER HOUR RESPONSIBILITIES AND TASKS ----------------- ------------- -------------------------- Project Manager US $250 $ [****] Senior Project Engineer US $225 $ [****] Project Engineer US $200 $ [****] ___________________ US$ ___________________ US$ 9.3. Cisco shall notify Subcontractor in writing within 5 days following the later of (i) completion of the Services and acceptance of the Services and Deliverables by Cisco and Customer and (ii) final acceptance of the Project by Customer. Subcontractor shall invoice Cisco at the address set forth in the SOW for the Services provided with respect to the Project in an amount determined in accordance with this Section 9 and the SOW. Payment terms are thirty days from receipt of a correct invoice. If Cisco shall send to Vendor payment for an invoice within 10 days of receipt of an invoice from Vendor, the amounts otherwise due Subcontractor pursuant to such invoice shall be reduced by two percent (2%) [****] and payment of such reduced [****] amount by Cisco shall constitute payment in full of the invoiced amount. 9.4. Subcontractor represents and warrants to Cisco that the charges to Cisco [****] set forth in this Agreement are not and will not be less favorable than those charged by Subcontractor for substantially similar products and/or services in equal or lesser quantities and on substantially similar terms, in the same practice area (as identified from time to time on Subcontractor's web page) and the same geographic area, when acting as a subcontractor for other "backbone" equipment providers (such third-party charges being sometimes referred to herein as "Comparable Third-Party Charges")[****]. In the event that Subcontractor enters into an agreement with a third party pursuant to which the Comparable Third-Party Charges charged by Subcontractor are less than those charged to Cisco hereunder in any material respect, then Subcontractor shall promptly notify Cisco of such agreement, including the material terms thereof. Cisco may within sixty (60) days after receiving such notice elect to substitute the provisions governing consideration to Subcontractor under such agreement for the consideration provisions of this Agreement, provided, in such event, that Cisco shall be required [****] to assume in writing and perform all material terms governing consideration and other obligations, and satisfy any material conditions, to which such third party is subject under its agreement with Subcontractor. [****] The provisions so substituted and terms and conditions so assumed by Cisco shall apply to all products and services subsequently ordered by Cisco hereunder, PROVIDED, that notwithstanding the foregoing provisions of this Section 9.4, in the event that Cisco exercises the rights described in this Section, Subcontractor shall have the right, exercisable by written notice to Cisco given within sixty (60) days after receiving Cisco's notice exercising its rights hereunder, to terminate this Agreement, [****] in which event Subcontractor shall comply with Section 14.4 hereof [****] with respect to any uncompleted SOW's [****]. **** Represents material which has been redacted and filed separately with Section 14.5 hereofthe Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended.