7.4 in General. Products are mace available with
standard Product Support for no additional charge.
Customer may purchase Priority Support for an additional
fee as forth in the applicable Quote. Product Support is
made available in accordance with the terms and
conditions set forth in Exhibit B.
7.2 Exclusions. Notwithstanding the foregoing,
KnowBe4 will have no obligation to support: (I) services,
hardware, or software provided by anyone other than
KnowBed, or {ii} Product issues caused by Customer’s
negligence, abuse or misapplication, or (11) Customer’s use
of Products other than as specified in the Documentation.
§. Payment Terms.
8.1 Prices. Prices will be specified by KnowBed4 and
will be applicable for the period specified in the KnowBed
Quote (as applicable). if no period is specified, prices will
be applicable for thirty (80) days. Prices are exclusive of
taxes, including sales, use, excise, value added and similar
taxes or charges imposed by any government authority:
domestic and international shipping charges. Customer is
responsible for payment of the foregoing (with the
exception of any KnowBed income or employee taxes) and
such charges will be paid by Customer to KnowBed in
addition to the price of the Products. Except as otherwise
specified herein oy in a Quote, (i) fees are based on the
Product acquired and not actual usage, (7) payment
obligations are non-cancelable and fees paid are non-
refundable, and (i) Term and quantities purchased cannot
be decreased during the applicable Product term,
Customer will be responsible for any payments owed but
not paid by any of Customer's Affiliates ordering Services
hereunder.
8.2 Due Date; Late Payments. Amounts due for
Products may be invoiced by KnowBed in full at the start
of the subscription term or as otherwise expressly
provided in the Quote. Customer agrees to pay the net
amount of each invoice without offset or deduction within
thirty (30) days after the date of KnowBed’s invoice (unless
otherwise noted on the invoice}. ff any amount is not paid
upon the due date, KnowBe4 shail be entitled to receive
the amount due plus interest thereon at the rate of 1.0%
per month for such lower rate as shall be the highest
permissible contract rate under applicable law) on ail
arnounts that are not paid on or before the date due.
8.3 Disputed Payments. KnowBeé4 will not exercise
its right of suspension in the event Customer provides
KnowBe4 notice that Customer disputes such charges, in
good faith, and provides KnowBe4 with written natice of
such dispute prior to the due date, pays all undisputed
charges on time, and cooperates diligently to resolve the
dispute.
$4 Credit Approval: Application of Payment. All
Quotes are subject to credit approval by KnowBed,
Customer agrees to submit such financial information
from time to time as may be reasonabiy requested by
KnowBe4 for the establishment and/or continuation of
credit terms. Any payment received from Custorner may
be applied by KnowBed against any obligation owing from
Customer to KnowBed.,
8.5 Reseller Purchases.in the event Customer
acquires Products via a reseller, then all payment-related
terms will be set forth in the applicable reseller agreement
between such reseller and Customer.
%. Confidentiality.
§.1 Confidential information. During the course of
this Agreement, each party may disclose to the other
certain Confidential Information to the other party.
Notwithstanding the foregoing, Confidential information
does act include information that: @) is or becomes
publicly available through no breach by the Receiving Party
of this Agreement: (1) was previously known to the
Receiving Party prior to the date of disclosure, as
avidenced by contemporaneous written records; GH) was
acquired from a third party without any breach of any
obligation of confidentiality; (v} was independently
developed by @ party hereto without reference to
Confidential information of the other party; or (v) is
required to be disclosed pursuant ta a subpoena or other
similar order of any court or government agency, or a
public disclosure request (including New Harnpshire Right-
to-Know Law (RSA Chapter 91-A), , provided, however,
that the party receiving such subpoena, order, or public
disclosure request shall promptly inform the other party in
writing and provide a copy thereof (unless notice is
precluded by the applicable process), and shall only
disclose that Confidential information necessary to comply
with such subpoena or order.
9.2 Protection of Confidential Infermation. Except
as expressly provided in this Agreement, the Receiving
Party will not use or disclose any Confidential information
of the Disclosing Party without the Disclosing Party's prior
written consent, except disclosure to and subsequent uses
by the Receiving Party's employees or consultants on a
need-to-know basis, provided that such employees or
consultants are bound by confidentiality obligations.
Subject to the foregoing nondisclosure and non-use
obligations, the Receiving Party agrees to use at least the
same care and precaution in protecting such Confidential
information as the Receiving Party uses to protect the
