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DocuSign Envelope ID; 308BC10E-38C5-4B7C-B48C-DllFC5E17AGG (0 This license is limited to the Territory. 5. License Fees (a) In consideration for the rights granted herein, Licensee shall pay to Company the applicable License Fee as calculated pursuant to the Rate Schedule on an annual basis. A copy of the current Rate Schedule is attached hereto, and incorporated herein, as Schedule "A". (b) Notwithstanding anything to the contrary contained in this Agreement, upon sending of written notice to Licensee by certified mail, Company shall have the right to adjust the rates set forth in the state Schedule. In the event that Licensee's License Fee increases as a result of such adjustment to the Rate Schedule, Licensee shall have the right to terminate the Agreement as of the date such increase is to take effect, provided that Licensee gives Company written notice of such termination by certified mail, not later than thirty (30) days after receipt of Company's notice of such Increase to Licensee. (c) Company shall have the right to impose a late payment charge of one and one-half percent (1.5e/u) per month, or the maximum rate permitted by law, whichever is less, on any payment by Licensee that is more than thirty (30) days past due per the terms of the Rate Schedule. Company shall have the right to impose a $25.00 service charge for each unpaid or dishonored check, draft or other means of payment submitted to Company by Licensee. In the event that Company incurs any expenses in connection with the collection of any amounts past due to Company, including but not limited to reasonable attorney's fees and outside collection agency costs, Licensee shall be responsible for reimbursing Company for such expenses. (d) In the event that Company is determined by the taxing authority or courts of any state, territory or possession in which Licensee condom its operation to be liable for the payment of sales, use, business use, gross receipts or other tax that is based on the amount of Company's fees from Licensee, then Licensee shall reimburse Company, within thirty (30) days of notification therefor, for Licensee's pro rata share of any such tax derived from fees received from Licensee. (e) Licensee warrants and represents that Licensee has the right to enter into this Agreement and to satisfy its obligations hereunder to Company including pay the License Fees pursuant to the Rate Schedule. 6. Reports and Payment (a) Licensee shall deliver the License Fee and a report for the initial Term in a computer readable format to Company within thirty (30) days of the full execution of this Agreement. The License Fee and reports for each Renewal Period shall be due within thirty (30) days of the commencement of such Renewal Period. (b) The annual reports shall include: (i) Licensee's population based on the most recent U.S. Census data; (11) The License Fee due for the applicable 12-month period. 7. Right to Verity Reports (a) Upon thirty (30) days prior written notice to Licensee, Company shall have the right to examine, by its duly authorized representatives, during customary business hours, such documentation mutually agreed upon by the parties reasonably necessary to verify the information required in the annual reports enabling Company to verify any and all payments, statements, computations and reports rendered and accountings made or required hereunder. In the event that Company and Licensee are unable to mutually agree on such documentation, Company shall have the right, but not the obligation, to verify the information required in the annual reports through https://www,census.gov/quickfacts/fact/table/santaanacitycalifomia,UWST045219, All data and information brought to Company's attention as a result of any examination shall be treated as confidential. (b) Should anysuch examination reveal that a Licensee has underpaid Companyany License Fee obligation, Licensee shall pay to Company (i) the amount of such underpayment; (ii) a finance charge on the balance shown due of one and Global Music Rights -local government 8-1.17