Common use of Updates and Modifications Clause in Contracts

Updates and Modifications. During the Term, Provider will provide Customer with access to upgrades and updates to the System that have been generally rolled out to its other similar users of the System. Provider may also from time to time modify parts of the System, including the terms of use, procedures and protocols related thereto, by giving notice to Customer (either online via the System or via email or other method permitted in this Agreement). If any such upgrade, update or modification affects Customer in a material and adverse manner, Customer, and as Customer’s sole remedy, may serve Provider, within thirty (30) days of receiving such notice, with written notice to terminate this Agreement. Provider will, at Customer’s request continue to provide access to the System for up to ninety (90) days following such termination notice in order to permit an orderly wind down, provided that Customer continues to pay all applicable Fees and complies with all other applicable requirements under this Agreement during the wind down period. Provider will refund any unearned, prepaid Fees promptly following completion of wind down. If Customer does not exercise Customer’s termination right within the specified time, Customer will be deemed to have accepted the upgrade, update or modification, including any modified term, procedure or protocol.