Common use of System Enhancements Clause in Contracts

System Enhancements. In the event that Service Provider identifies any system enhancements in respect of systems managed by Service Provider in connection with the information technology Services provided by Service Provider hereunder for which additional charges would be payable by Service Recipient (other than any Mandatory Security Enhancements, which are the subject of Section 2.11.2(b)) (“System Enhancements”), Service Provider shall notify Service Recipient (including Service Recipient’s applicable Project Manager) of such System Enhancements in writing (a “System Enhancements Notice”), which System Enhancements Notice shall describe in reasonable detail each such System Enhancement, and if Service Recipient desires any such System Enhancements, Service Recipient shall provide written notice to Service Provider (including Service Provider’s applicable Project Manager) within ten (10) days following receipt of such System Enhancements Notice specifying which System Enhancements identified in the System Enhancements Notice it desires to receive; provided that Service Provider shall only dedicate up to 200 hours of Service Provider’s internal resources in the aggregate during any calendar year towards applying and implementing such System Enhancements (the “Annual System Enhancements Cap”) at a cost of $150.00 per hour (the “System Enhancements Hourly Rate”) payable by Service Recipient; provided, further, that Service Provider shall be under no obligation to provide any System Enhancements with respect to any Service from and after the date that is 180 days prior to the expiration of the Term of such Service. The Parties acknowledge and agree that Service Provider’s ability to implement any System Enhancements requested by Service Recipient, and the timeframe for the completion of any such System Enhancements, will be dependent on Service Provider’s then current resources, capabilities and capacity to provide such System Enhancements. For the avoidance of doubt, notwithstanding Service Recipient’s request to receive any System Enhancements, in no event shall the Term of any Service extend beyond the date which is two years after the Distribution Date. If Service Recipient desires any System Enhancements the provision of which would exceed the Annual System Enhancements Cap, it shall submit a written request to Service Provider in respect thereof pursuant to Section 2.11.1. Service Provider may provide any System Enhancements under this Section 2.11.2 either directly or by engaging a third party, and Service Recipient shall be responsible for the payment of all reasonable and documented third party costs incurred by Service Provider in the provision of any System Enhancements.