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2 <br /> <br />iv. Ongoing access to the system via an Internet connection acceptable to Harris, from <br />Customer <br /> <br />v. A representative with authority to approve the plans and deliverables described in <br />Sched if so required. <br /> <br />(c) Ownership. Customer agrees that Harris may install, access, and run certain scripts and <br />other software tools on Customer (the <br />Harris Tools . Customer acknowledges and agrees that Harris is and shall remain the sole <br />owner of all such Harris Tools, including all copyright, patents, trademarks, trade secrets, and other <br />intellectual property rights therein, and Customer is granted no license to access or use the Harris <br />Tools. Customer may retain a paper or pdf copy of any reports provided by Harris to Customer as <br />part of the Services, however Harris is and shall remain the owner of all copyright, patents, <br />trademarks, trade secrets, and other intellectual property rights in and to such reports. <br /> <br />3. Fees. <br />(a) Fees. In consideration of providing the Services, Customer agrees to pay the fees set out in <br />Fees <br />deliver invoices to Customer. Each invoice delivered to Customer by Harris shall be due and payable <br />upon receipt thereof by Customer. <br />(b) Taxes. The Fees are exclusive of taxes. Customer agrees to pay all foreign, federal, state, <br />provincial, county or local income taxes, value added taxes, use, personal, property, sales, and any <br />other taxes, tariff, duty or similar charges that may be levied by a taxing authority (excluding taxes <br />Taxes <br />acceptable to the applicable taxing authorities. Harris will reimburse Customer to the extent Taxes <br />paid by Customer are recovered by Harris from the taxing or governmental authority. To the extent <br />that Taxes may only be refunded to Harris, Harris agrees to cooperate reasonably with Customer <br />obtaining a refund or reimbursement of the Taxes. In the event that Customer is obliged by law to <br />withhold any tax with respect to a payment to Harris, Customer will (a) withhold the appropriate <br />amount from the payment; (b) pay the withheld amount to the applicable authority, as required by <br />law, and (c) furnish to Harris certified copies of tax receipts and any other documentation <br />reasonably requested by Harris as proof of Customer <br />(c) Late Payment. In the event Customer fails to pay all or any portion of an invoice on or before <br />thirty (30) days after the date it becomes due, in addition to all other remedies Harris has under this <br />Agreement or otherwise, Harris shall have the option to suspend or terminate all Services under this <br />Agreement. Suspension or termination of any such Services shall not relieve the Customer of its <br />obligation to pay its outstanding invoices, including any applicable late charges. <br />4. Warranty <br /> <br />(a) Warranty. Harris warrants that the Services will be performed in a professional and <br />diligent manner by personnel who are competent in performing their individual tasks.