Common use of EFFECT AND PRECEDENCE Clause in Contracts

EFFECT AND PRECEDENCE. 2.1. This Data Processing Addendum shall come into force and effect from the “DPA Effective Date”, being either: (a) where the terms of this Data Processing Addendum are incorporated into the Agreement by reference, the later of: (i) 16 May 2022; or (ii) the Effective Date of the Agreement (as defined therein); or (b) 16 May 2022, where either: (i) Bottomline’s Processing of Customer Personal Data is otherwise subject to a prior version of this Data Processing Addendum agreed between parties (including through any deemed acceptance mechanism provided for in such prior version); or (ii) subject to Section 2.2 below, none of the foregoing provisions in Section 2.1(a) or Section 2.1(b)(i) apply and Customer continues to access or use the Relevant Service(s) (or any portion thereof), without having first notified Bottomline (by email to ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇) of Customer’s rejection of this Data Processing Addendum within fourteen (14) days of this Data Processing Addendum being notified to Customer (notwithstanding any ‘No Variation’, ‘Entire Agreement’ or similar provisions in the Agreement). 2.2. The deemed acceptance through continued use provision of Section 2.1(b)(ii) shall not apply to any Customer with whom Bottomline has (prior to 16 May 2022) separately agreed data processing terms otherwise than on the basis of a version of this online Data Processing Addendum. 2.3. With effect from the DPA Effective Date, this Data Processing Addendum: (a) shall hereby be incorporated into, and shall form an effective part of, the Agreement; and (b) will replace and disapply any previously applicable data processing agreement, addendum or similar and any other terms previously applicable to privacy, data processing, data security and/or otherwise relating to Bottomline’s Processing of Customer Personal Data (including any previous version of this Data Processing Addendum). 2.4. In the event of any conflict or inconsistency between this Data Processing Addendum and the Agreement, this Data Processing Addendum shall prevail.

EFFECT AND PRECEDENCE. 2.1. This Data Processing Addendum shall come into force and effect from the “DPA Effective Date”, being either: (a) where the terms of this Data Processing Addendum are incorporated into the Agreement by reference, the later of: (i) 16 May 20221 January 2021; or (ii) the Effective Date of the Agreement (as defined therein); or (b) 16 May 20221 January 2021, where either: (i) Bottomline’s Processing of Customer Personal Data is otherwise subject to a prior version of this Data Processing Addendum agreed between parties (including through any deemed acceptance mechanism provided for in such prior version); or (ii) subject to Section 2.2 below, none of the foregoing provisions in Section 2.1(a) or Section 2.1(b)(i) apply and Customer continues to access or use the Relevant Service(s) (or any portion thereof), without having first notified Bottomline (by email to ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇) of Customer’s rejection of this Data Processing Addendum within fourteen (14) days of this Data Processing Addendum being notified to Customer (notwithstanding any ‘No Variation’, ‘Entire Agreement’ or similar provisions in the Agreement). 2.2. The deemed acceptance through continued use provision of Section 2.1(b)(ii) shall not apply to any Customer with whom Bottomline has (prior to 16 May 20221 January 2021) separately agreed data processing terms otherwise than on the basis of a version of this online Data Processing Addendum, which establish the contractual terms required by Article 28(3) of the GDPR and cover the use and provision of the Relevant Services. 2.3. With effect from the DPA Effective Date, this Data Processing Addendum: (a) shall hereby be incorporated into, and shall form an effective part of, the Agreement; and (b) will replace and disapply any previously applicable data processing agreement, addendum or similar and any other terms previously applicable to privacy, data processing, data security and/or otherwise relating to Bottomline’s Processing of Customer Personal Data (including any previous version of this Data Processing Addendum). 2.4. In the event of any conflict or inconsistency between this Data Processing Addendum and the Agreement, this Data Processing Addendum shall prevail.

EFFECT AND PRECEDENCE. 2.1. This Data Processing Addendum shall come into force and effect from the “DPA Effective Date”, being either: (a) where the terms of this Data Processing Addendum are incorporated into the Agreement by reference, the later of: (i) 16 May 20221 January 2021; or (ii) the Effective Date of the Agreement (as defined therein); or (b) 16 May 20221 January 2021, where either: (i) Bottomline’s Processing of Customer Personal Data is otherwise subject to a prior version of this Data Processing Addendum agreed between parties (including through any deemed acceptance mechanism provided for in such prior version); or (ii) subject to Section 2.2 below, none of the foregoing provisions in Section 2.1(a) or Section 2.1(b)(i) apply and Customer continues to access or use the Relevant Service(s) (or any portion thereof), without having first notified Bottomline (by email to ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇) of Customer’s rejection of this Data Processing Addendum within fourteen (14) days of this Data Processing Addendum being notified to Customer (notwithstanding any ‘No Variation’, ‘Entire Agreement’ or similar provisions in the Agreement). 2.2. The deemed acceptance through continued use provision of Section 2.1(b)(ii) shall not apply to any Customer with whom Bottomline has (prior to 16 May 20221 January 2021) separately agreed data processing terms otherwise than on the basis of a version of this online Data Processing Addendum, which establish the contractual terms required by Article 28(3) of the GDPR and cover the use and provision of the Relevant Services. 2.32.2. With effect from the DPA Effective Date, this Data Processing Addendum: (a) shall hereby be incorporated into, and shall form an effective part of, the Agreement; and (b) will replace and disapply any previously applicable data processing agreement, addendum or similar and any other terms previously applicable to privacy, data processing, data security and/or otherwise relating to Bottomline’s Processing of Customer Personal Data (including any previous version of this Data Processing Addendum). 2.42.3. In the event of any conflict or inconsistency between this Data Processing Addendum and the Agreement, this Data Processing Addendum shall prevail.

EFFECT AND PRECEDENCE. 2.1. This Data Processing Addendum shall come into force and effect from the “DPA Effective Date”, being either:either:‌ (a) where the terms of this Data Processing Addendum are incorporated if Customer entered into the Agreement by referenceon or after 3rd April, the later of: (i) 16 May 2022; or (ii) 2019, the Effective Date of the Agreement (as defined thereinthere in); or (b) 16 May 2022if Customer entered into the Agreement before 3rd April, where 2019, the date on which Customer accepts the terms of this Data Processing Addendum, either: (i) Bottomline’s Processing by notifying Bottomline of Customer Personal Data is otherwise subject to a prior version such acceptance of the terms of this Data Processing Addendum agreed between parties (including through any deemed acceptance mechanism provided for in such prior version)Addendum; or (ii) subject by continuing to Section 2.2 below, none of the foregoing provisions in Section 2.1(a) or Section 2.1(b)(i) apply and Customer continues to access or use the Relevant Service(s) Services (or any portion thereof), ) without having first notified Bottomline (by email to ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇) of Customer’s rejection of this Data Processing Addendum within fourteen (14) days of this Data Processing Addendum its being notified to Customer Customer, in which case deemed acceptance will occur immediately following such fourteen (notwithstanding any ‘No Variation’, ‘Entire Agreement’ or similar provisions in the Agreement)14) day period. 2.2. The deemed acceptance through continued use provision of Section 2.1(b)(ii) shall not apply to any Customer with whom Bottomline has (prior to 16 May 2022) separately agreed data processing terms otherwise than on the basis of a version of this online Data Processing Addendum. 2.3. With effect from the DPA Effective Date, this Data Processing Addendum:Addendum:‌ (a) shall hereby be incorporated into, and shall form an effective part of, the Agreement; and (b) will replace and disapply any previously applicable data processing agreement, addendum or similar and any other terms previously applicable to privacy, data processing, data security and/or otherwise relating to Bottomline’s Processing of Customer Personal Data (including Data. FOR THE AVOIDANCE OF DOUBT, neither this Section 2.2, nor any previous version of other provision in this Data Processing Addendum)Addendum applies to customers with whom Bottomline has (prior to 3rd April, 2019) separately agreed a data processing agreement, a data processing addendum, or a set of data processing terms integral to an agreement, which establish the contractual terms required by Article 28(3) of the GDPR in respect of Bottomline’s Processing of those customers’ Personal Data in connection with the Relevant Services. 2.42.3. In the event of any conflict or inconsistency between this Data Processing Addendum and the Agreement, this Data Processing Addendum shall prevail.