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RedSpee& Florida,LLC <br />or consent back to REDSPEED within ten (10) calendar days after its receipt of such request from <br />REDSPEED to execute such acknowledgment or consent, the Customer shall be deemed to have <br />consented to and approved such acknowledgment or consent. <br />7. FEES AND PAYMENT: <br />Customer shall pay for all equipment, services and maintenance based on the fee schedule indicated <br />in Exhibit A, Schedule 1, ("Fees"). <br />The Customer shall pay all fees due REDSPEED based upon invoices from the preceding month within <br />net forty-five (45) days after the date of satisfactory delivery at the place of acceptance and receipt <br />of correct invoice at the office specified, whichever occurs last. Late payments are subject to interest <br />calculated in accordance with the Florida Local Government Prompt Payment Act, Section,218.70, <br />Florida Statutes (2009), as may be amended or revised, on unpaid balances. <br />Unit prices will be fixed for the first thirty-nine (39) months of the first term and thereafter on each <br />approved extension. <br />8. COMMUNICATION OF INFORMATION: <br />REDSPEED agrees that all information obtained by REDSPEED through operation of the IPE System <br />shall be made available to the Customer at any time during REDSPEED's normal working hours, and <br />to the extent permitted by Florida law, excluding trade secrets as defined by Florida law and other <br />information that is confidential pursuant to Florida law or exempt from disclosure pursuant to Florida <br />law and not reasonably necessary for the prosecution of citations or the fulfillment of Customer's <br />obligation under this Agreement. <br />9. CONFIDENTIAL INFORMATION: <br />No information given by REDSPEED to Customer will be of a confidential nature, unless specifically <br />designated in writing as proprietary and confidential by REDSPEED and either confidential pursuant <br />to Florida law or exempt from disclosure pursuant to Florida law. Nothing in this paragraph shall be <br />construed contrary to the terms and provisions of any Florida law governing public records or similar <br />laws, insofar as they may be applicable. REDSPEED shall not use any information acquired by this <br />program with respect to any violations or the Customer's law enforcement activities for any purpose <br />other than the program encompassed by this Agreement. <br />10. OWNERSHIP OF SYSTEM: <br />It is understood by the Customer that the System being installed by REDSPEED is, and shall remain, <br />the sole property of REDSPEED, unless separately procured from REDSPEED through a lease or <br />purchase transaction. The System is being provided to Customer only under the terms and for the <br />term of this Agreement. <br />10. RECORDS AND AUDIT: <br />REDSPEED shall maintain during the term of the Agreement all books of account, reports and records <br />in accordance with generally accepted accounting practices and standards for records directly <br />related to this Agreement. The form of all records and reports shall be subject to the approval of the <br />Customer's Auditor. REDSPEED agrees to make available to the Customer's Auditor, during normal <br />business hours and in Miami -Dade County, Florida all books of account, reports and records relating <br />to this Agreement for the duration of the Agreement and retain them for a minimum period of three <br />Nage 5 19 <br />