Common use of Services Software Clause in Contracts

Services Software. At any time during the term of this Service Description, Bank may require in its sole discretion the use of Software in connection with RDC. If Software is required, Bank will provide to Company a copy of the Software or instructions on how to obtain the necessary Software. a. To the extent the Bank requires the use of Software in connection with RDC, Company will implement and use the Software, as set forth in the Supporting Documents and any applicable materials relating to the Supporting Documents to transmit output files to Bank. b. Company acknowledges that (i) its license to any Software that may be required for RDC is directly from the Software provider, pursuant to the license agreement that appears when any such Software is electronically accessed by Company or otherwise provided to Company, (ii) Bank may provide certain "first level" support to Company with respect to the Software, but that Bank will have no responsibility, for maintenance, support, infringement protection, or otherwise, to Company with respect to the Software, and (iii) Company will look strictly to the Software provider, or its successors, with respect to any issues concerning the Software that cannot be satisfactorily resolved with Bank's assistance. c. Company will use the Software solely for the purpose of transmitting Electronic Files to Bank consistent with this Service Description and not for communications with any other party. Company will not allow access to the Software or the use of RDC by any person other than Company, and will only process Checks arising from a transaction or obligation between Company and its direct payor. d. Company will promptly return all copies of the Software and Supporting Documents, including materials related to the Supporting Documents, to Bank upon termination of the Service Description. e. Company will not reproduce the Software or other functionality or content included or used for RDC or on which RDC is based. Additionally, Company will not decompile, reverse engineer or disassemble the Software or otherwise attempt to derive computer source code from the Software functionality of RDC. f. Bank may, from time to time, require and change the Software required for this purpose, provided such change does not result in any additional license or maintenance fees payable by Company. Company will be responsible to install and implement and changes to the Software within 5 days following notice of such change.

Services Software. At any time during the term of this Service Description, Bank may require in its sole discretion the use of Software in connection with RDC. If Software is required, Bank will provide to Company a copy of the Software or instructions on how to obtain the necessary Software. a. To the extent the Bank requires the use of Software in connection with RDC, Company will implement and use the Software, as set forth in the Supporting Documents and any applicable materials relating to the Supporting Documents to transmit output files to Bank. b. Company acknowledges that (i) its license License to any Software that may be required for RDC is directly from the Software provider, pursuant to the license License agreement that appears when any such Software is electronically accessed by Company or otherwise provided to Company, (ii) Bank may provide certain "“first level" ” support to Company with respect to the Software, but that Bank will have no responsibility, for maintenance, support, infringement protection, or otherwise, to Company with respect to the Software, and (iii) Company will look strictly to the Software provider, or its successors, with respect to any issues concerning the Software that cannot be satisfactorily resolved with Bank's ’s assistance. c. Company will use the Software solely for the purpose of transmitting Electronic Files to Bank consistent with this Service Description and not for communications with any other party. Company will not allow access to the Software or the use of RDC by any person other than Company, Company or its Users and will only process Checks arising from directly related to a transaction or obligation between Company and its direct payor. d. Company will promptly return all copies of the Software and Supporting Documents, including materials related to the Supporting Documents, to Bank upon termination of the Service Description. e. Company will not reproduce the Software or other functionality functionality, or content included or used for RDC or on which RDC is based. Additionally, Company will not decompile, reverse engineer or disassemble the Software or otherwise attempt to derive computer source code from the Software functionality of RDC. f. Bank may, from time to time, require and change the Software required for this purpose, provided such change does not result in any additional license License or maintenance fees payable by Company. Company will be responsible to install and implement and changes to the Software within 5 days following notice of such change.five