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DocuSign Envelope ID:4491A4BD-ECDA-4CAB-B1A6-B98D53B49E7A <br /> 1.3 'Session"or "Charging Session" means the period of time during which a User uses <br /> Subscriber's Charging Station to charge his or her electric vehicle for a continuous period of time not less <br /> than two(2)minutes commencing when a User has accessed such Charging Station and ending when such <br /> User has terminated such access. <br /> 1.4 "Session Fees"means the fees set by the Subscriber for a Charging Session, inclusive of <br /> any applicable Taxes. <br /> 2.FLEX-BILLING SERVICE FOR CHARGING STATIONS. <br /> 2.1. SESSION FEES. Subscriber shall have sole authority to determine and set in real-time <br /> Session Fees. Subscriber shall be solely responsible for determining and charging Session Fees in <br /> compliance with all applicable laws and regulations (including without limitation any restriction on <br /> Subscriber's use of per-kWh pricing). Subscriber acknowledges that CPI is not responsible for informing <br /> Subscriber of applicable laws or changes thereto,and CPI will not be liable to Subscriber or any third party <br /> for any alleged or actual failure of Subscriber to comply with such applicable laws and regulations. <br /> 2.2 DEDUCTIONS FROM SESSION FEES. In exchange for CPI collecting Session Fees on behalf <br /> of the Subscriber,the Subscriber hereby authorizes CPI to deduct from all Session Fees collected: (i)CPI <br /> Fees and(ii)to the extent required by Section 3,applicable Taxes. <br /> 2.3 PAYMENT TO SUBSCRIBER OF NET SESSION FEES. CPI shall remit Net Session Fees to <br /> Subscriber not more than thirty(30)days after the end of each calendar month as directed by Subscriber <br /> from time to time through the applicable ChargePoint Services. Notwithstanding the foregoing,no such <br /> payment will be required if at the end of any calendar month the amount due to Subscriber hereunder is <br /> less than fifty U.S. Dollars ($50), except in connection with the expiration or termination of this <br /> Agreement. In no event shall CPI remit amounts due to Subscriber, regardless of the amount then due, <br /> later than thirty(30)days following the end of each calendar quarter. <br /> 3. TAXES. Subscriber is responsible for the payment of all Taxes incurred in connection with Session <br /> Fees;provided that CPI is solely responsible for all Taxes assessable based on CPI's income,property and <br /> employees. Where CPI Is required by law to collect and/or remit the Taxes for which Subscriber is <br /> responsible,the appropriate amount shall be invoiced to Subscriber and deducted by CPI from Session <br /> Fees,unless Subscriber has otherwise provided CPI with a valid tax or regulatory exemption certificate <br /> or authorization from the appropriate taxing or regulatory authority. <br /> Page 15 of 18 <br /> Revised 8.24.16 <br /> 97 <br />