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Spectrum Enterprise v.180530 CONFIDENTIAL Page 4 of 26
<br />©2016-18 Charter Communications. All Rights Reserved.
<br />(c) Equipment Return, Retrieval, Repair and Replacement. Immediately upon termination of this Service Agreement or Service Order(s)
<br />(“Termination”): (i) at the discretion of Spectrum, Customer shall return, or allow Spectrum to retrieve, the Spectrum Equipment in the
<br />condition in which the Spectrum Equipment was received, subject to ordinary wear and tear; and (ii) promptly cease all use of and return,
<br />if applicable, to Spectrum any software or software services provided by Spectrum (“Software”). Failure of Customer to return or allow
<br />Spectrum to retrieve the Spectrum Equipment within fifteen (15) days after Services are terminated will result in a charge to Customer’s
<br />account equal to either Spectrum’s applicable unreturned equipment charge or the retail cost of replacement of the unreturned Spectrum
<br />Equipment. If applicable, Customer shall pay for the repair or replacement of any damaged Spectrum Equipment, except such repairs
<br />or replacements as may be necessary due to normal and ordinary wear and tear or material or workmanship defects, together with any
<br />costs incurred by Spectrum in obtaining or attempting to regain possession of Spectrum Equipment.
<br />7. STANDARD PAYMENT TERMS. Customer shall pay recurring and non-recurring charges, taxes, and fees for the Services in the
<br />amount specified on the Service Order and other applicable charges as described in this Service Agreement (collectively, “Service
<br />Charges”).
<br />(a) Charges. Spectrum invoices for monthly recurring charges specific to the Service(s) (“MRCs”), plus applicable taxes, fees, and
<br />surcharges, in advance on a monthly basis. Spectrum invoices for non-recurring, one-time charges (“OTCs”) for construction or
<br />installation charges after the Billing Start Date or as specified in the Service Order. All other charges, including usage-based charges
<br />(e.g., phone usage, pay-per view charges), will be invoiced monthly in arrears. Service Charges are payable within thirty (30) days after
<br />the date appearing on the invoice. If Spectrum fails to present a Service Charge in a timely manner, such failure shall not constitute a
<br />waiver of the charges for the Services to which it relates, and Customer shall be responsible for and pay such Service Charges when
<br />invoiced in accordance with these payment terms. Upon at least thirty (30) days prior written notice to Customer,Spectrum shall
<br />have the right to increase MRCs for each Renewal Order Term.
<br />(b) Taxes, Surcharges, and Fees. Customer shall pay all applicable taxes, fees, or surcharges imposed on or in connection with the Services
<br />that are the subject of this Service Agreement, including but not limited to applicable federal, state, and local sales, use, property, excise,
<br />telecommunications, or other taxes, franchise fees, federal and state universal service fund fees, and other state or local governmental
<br />charges or regulatory fees, excluding income taxes measured on Spectrum’s net income. If a Customer wishes to claim tax-exempt
<br />status, then Customer must supply Spectrum with a copy of Customer’s tax exemption certificate or other documentation supporting
<br />Customer’s certification of its entitlement to such exempt status within fifteen (15) days of installation of applicable Services. If Customer
<br />supplies such documentation after that time, Spectrum will apply it to Customer’s account on a prospective basis, allowing Spectrum at
<br />least thirty (30) days for processing. To the extent such documentation is held invalid for any reason, Customer agrees to pay or
<br />reimburse Spectrum for any tax or fee not collected or liability incurred, including without limitation related interest and penalties arising
<br />from Spectrum’s reliance on such invalid certificate or documentation. Customer hereby consents that Spectrum may disclose such
<br />written documentation, which may include a tax exemption form, to any governmental authority. Tax-exempt status shall not relieve
<br />Customer of its obligation to pay applicable franchise fees or other non-tax fees and surcharges since the application of such fees and
<br />surcharges may not be governed by the tax standing of Customer. Spectrum reserves the right, from time to time, to change the
<br />surcharges for Services under this Service Agreement to reflect incurred costs, charges, or obligations imposed on Spectrum to the
<br />extent permitted, required, or otherwise not prohibited under applicable law (e.g., universal service fund charges). Furthermore,
<br />Spectrum shall have the right to collect or recover from Customer the amount of any state or local fees or taxes arising as a result of this
<br />Service Agreement, which are imposed on Spectrum or its services, or otherwise assessed or calculated based on Spectrum’s receipts
<br />from Customer that Spectrum is entitled under applicable law to pass through to or otherwise charge Customer for Customer’s use or
<br />receipt of the Services. Such fees or taxes shall be invoiced to Customer in the form of a surcharge included on Customer’s invoice.
<br />To the extent that a dispute arises under this Service Agreement as to which Party is liable for fees or taxes, Customer shall bear the
<br />burden of proof in showing that the fee or tax is imposed upon Spectrum’s net income. This burden may be satisfied by Customer
<br />producing written documentation from the jurisdiction imposing the fee or tax indicating that the fee or tax is based on Spectrum’s net
<br />income. Customer acknowledges that currently, and from time to time, there is uncertainty about the taxability or regulatory classification
<br />of some of the Services Spectrum provides and, consequently, uncertainty about what fees, taxes and surcharges are due to or from
<br />Spectrum or from its customers. Customer agrees that Spectrum has the right to determine, in its sole discretion, what fees, taxes and
<br />surcharges are due and to collect and remit them to the relevant governmental authorities, or to pay and pass them through to Customer.
<br />Customer hereby waives any claims it may have regarding Spectrum’s collection or remittance of such fees, taxes, and surcharges.
<br />(c) Change Requests. Any charges associated with Service and Spectrum Equipment or Customer Equipment installations, changes, or
<br />additions requested by Customer subsequent to executing a Service Order for the applicable Service Location are the sole financial
<br />responsibility of Customer. Spectrum shall notify Customer of any additional OTCs and/or adjustments to MRCs associated with or
<br />applicable to such Customer change requests prior to making any such change. Customer’s failure to accept such additional charges
<br />within five (5) business days of receiving such notice shall be deemed a rejection by Customer, and Spectrum shall not be liable to
<br />perform any work giving rise to such charges. For accepted charges, Customer shall be assessed such additional OTCs and/or
<br />adjustments of the MRCs either (i) in advance of implementation of the change request or (ii) beginning on Customer’s next and/or
<br />subsequent invoice(s).
<br />(d) Site Visits and Repairs. If Spectrum visits a Service Location to either inspect the Services or respond to a service request, and Spectrum
<br />reasonably determines that the cause of the service issue is not due to a problem arising from Spectrum’s Network or Spectrum
<br />Equipment, but rather is due to Customer misuse, abuse, or modification of the Services, Customer Equipment or facilities, or due to
<br />similar acts by a third party not under Spectrum’s control or direction, then Spectrum may invoice Customer at Spectrum’s then-prevailing
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<br />DocuSign Envelope ID: 7298C647-357F-4210-9C30-5CB0E645E4A1DocuSign Envelope ID: 1578B3C5-9293-41A2-BA0E-833A382F61A4
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