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(b) Customer Responsibilities.Customer will (1) be responsible for its and its Affiliates and personnel's compliance with this Agreement, (11) use commercially reasonable efforts to prevent unauthorized access to or use of the Software, and notify Interview Now immediately of any such unauthorized access and/or use of which Customer becomes aware, and (iii) use the Software only in accordance with this Agreement and all applicable laws and government regulations. Customer will not(t) make the Software avallable to any third party(except for any third parties acting on behalf of Customer or at Customer's request, such as recruiting agencies), (u) sell, resell, rent or lease the Software, (v) knowingly use the Software to store or transmit material that infringes the intellectual property rights or other proprietary rights of any third party or violates third-party privacy rights, (x) knowingly use the Software to transmit malicious code, (y) attempt to gain unauthorized access on the Software or its related systems or networks, or(z) interfere with or disrupt the integrity or performance of the Software or any third-party data contained therein. 5. FEES AND PAYMENT (a) Fees, Customer will pay Interview Now all fees set forth on any applicable Quotes (collectively, the"Fees")within thirty (30)days of Customer's receipt of an invoice, unless otherwise set forth in such Quote. Customer's payment obligations are non-cancelable and non-refundable, except in the event of Customer's termination under Sections 7(c), and 7(d), and all Fees are due in advance and are based on the Interview Now Services purchased and not actual usage. (b) Payment Terms. For all Fees, Customer will pay each correct invoice no later than 30 days after receipt and will remit payment to the address stated on the invoice. Customer is solely responsible for providing Interview Now accurate and complete billing and contact information and for notifying Interview Now of any changes to such information. (c)Overdue Charges. Interview Now reserves the right to charge Customer interest at the rate of 1.5%of the outstanding balance per month, or the maximum rate permitted by law,whichever is lower, on any Fees not received within fifteen (15) days of the date such payment was due. Additionally, in the event any Fees are more than thirty (30)days overdue, Interview Now may suspend its performance of the Interview Now Services, and require full payment before Interview Now resumes performance. (d)Taxes. Customer will be responsible for payment of all sales, use, property, value-added, withholding, or other federal, state or local taxes except for taxes based solely on Interview Now's net income. If Interview Now is required to pay any such taxes based on the licenses granted in this Agreement or on Customer's use of the Services, then such taxes will be billed to and paid by Customer. For the avoidance of doubt, all Fees listed herein are exclusive of Sales Tax. 6, CONFIDENTIAL INFORMATION (a) Definition of Confidential Information.As used herein, "Confidential information" means all confidential information disclosed by a Party("Disclosing Party")to the other Party ("Receiving Party"),whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Without limitation, Customer's Confidential Information will include Customer Data;