Use, Updates and Support Clause Samples

Use, Updates and Support. 4.1 In consideration of the payment of the initial Software Fees and ongoing Annual Software Fees, Customer shall be entitled: 4.1.1 to use the Software under the Licence; 4.1.2 to receive the Support as set out in the Schedule; and 4.1.3 to receive Major and Minor Updates as set out in the Schedule. 4.2 The Licence will commence upon the Delivery Date and will (unless and until terminated earlier in accordance with clause 5.3 or 8) continue for an initial fixed period of One (1) Year and may be extended thereafter for further consecutive fixed periods of One (1) Year by payment of the Annual Software Fee (where applicable). 4.3 The Licence may be set to expire automatically at the end of the then current Year in the event that the Annual Software Fee in respect of the next Year has not been paid. In all cases, while the Software is in use by them, the Software Fees shall be payable by the Customer. 4.4 PEL may, from time to time, offer Major Updates to Customer. Customer shall not be obliged to accept any Major Update but, if it does, shall pay any applicable Additional Fees in accordance with clause 5. 4.5 PEL may, from time to time, cease the provision of the Support in respect of certain elements of the Software that are rendered obsolete by virtue of its Updates. PEL shall provide Customer with no less than 12 months’ written notice of any such cessation of support and will, if the relevant part of the Software has been rendered obsolete by a Major Update that the Customer has not subscribed to, continue to provide the Support in respect of that part until the end of the notice period. The Software Fee for future years will be adjusted to take into account such variation to the Support. 4.6 All Updates shall, for the purpose of this clause 4, be deemed to be a part of the Software and shall be subject to the Licence and this Agreement. 4.7 If the Customer makes changes to either the configuration or intended use of the Software without the knowledge and/or approval of Perceptive, then Perceptive reserves the right to withdraw support and to regard the terms of this agreement as being violated. This includes any changes to the underlying operating system, interfaces, configuration or use of the as- commissioned system. Such changes are made solely at the Customer’s risk.