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CONSULTING SERVICES PROVISIONS 11. Billing Rates; Expense Reimbursement; Audits 11.1 Billing 11.2 Expense Reim- bursement 11.3 Audits Unless otherwise specified in the applicable SOW, we will bill you at monthly intervals, and will send invoices to you at the address set forth in the SOW. Any daily or hourly billing rates set forth in a SOW are valid for the particular Services specified therein. Rates for other Services, if any, will be as mutually agreed. a) You will reimburse us for reasonable travel- and living expenses actually incurred by our person- oel, with your advance approval, in connection with any Services that we provide. All reimburse- ments will be on a straight pass-through basis, without surcharge, except with your express prior written approval. We will submit all requests for expense reimbursement within 45 days after com. pletion of the Services, together with a copy of a supporting receipt for each individual expense item that exceeds US $25.00. b) We will abide by your reasonable corporate travel policies that you provide to us in advance, to the extent that they are not inconsistent with this Section 11.2. Reimbursement for air fares will be limited to coach-class rates. except that if our personnel travel overseas with your prior approval, then air fares for such travel will be reimbursed at business-class rates. All air travel will be reim- bursed at the applicable fare(s) for the most direct route (non-stop if available) unless otherwise specified in the SOW. For security reasons, all hotels must be business-class, meaning without limi- tation that rooms in which our personnel stay may not have room doors thatare directly accessible from outside the hotel building. If an applicable SOW calls for Services to be provided on a time-and-materials basis, then you (or an independent CPA finn engaged by you) may audit our financial records relating to such SOW, dur- ing our regular business hours, at any time during the period ending one year after the date of our fi- nal invoice for such SOW. We will retain such records for at least that period of time. You must give us at least 1 0 business days' notice of any such audit. You and/or the CPA finn must keep all information learned in any such audit in confidence pursuant to the confidentiality provisions of this Agreement. (Continued on next page) BINDVIEW CUSTOMER AGREEMENT 95-3172 PAGE 16