RENEWAL AMENDMENT
TERMS AND CONDITIONS
This Amendment (the “Amendment”) is entered into by and between the MetaMap´s entity (“MetaMap”) and the Customer (the “Customer”) identified under the applicable New Order Form (as defined below) as of the effective date stated thereunder (“New Order Form Effective Date”).
RECITALS
WHEREAS, the Parties entered into a Master SaaS and Services Agreement and its Exhibits (the “Agreement”) under which MetaMap provided certain Services to the Customer in accordance with the agreed upon Proposal (the “Previous Order Form”).
WHEREAS, the Parties wish to replace the documents identified under the Amendments section below.
NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AMENDMENTS
1. The Parties agree to replace the Previous Order Form with the new Order Form attached to this Amendment (the “New Order Form”). Due to the above, the Parties acknowledge that the Previous Order Form shall cease to have effects as of the New Order Form Effective Date and that, therefore, any reference to the Proposal or Order Form contained in the Agreement shall be understood, for all purposes, to the New Order Form.
2. The Parties agree to replace the Agreement previously entered into in its entirety by the Master Services Agreement and its Exhibits, Data Processing Addendum, Service Level and Support Policy linked herein below (the “New Agreement”). By virtue of the foregoing, the Parties agree that the Agreement will cease to have effects as of the date of execution of this Amendment, being replaced in all its terms and conditions by those of the New Agreement. Therefore, any reference to the Agreement in the New Order Form or in any document related to it, shall be understood, for all legal purposes, as made to the New Agreement.
3. This Amendment may not be modified except in a written agreement executed by authorized representatives of both Parties.
4. The execution of this Amendment does not generate any obligation, charge or responsibility among the Parties further than those expressly described hereby.
5. Neither Party will be deemed to have waived any of its rights under this Amendment by lapse of time.
6. Subject to the terms of the New Agreement, it is the intention of the Parties that this Amendment, and all suits and special proceedings under it, be construed in accordance and governed, to the exclusion of the law of any other forum, by the laws included in the New Agreement and to the jurisdiction of the competent courts agreed in the New Agreement.
IN WITNESS WHEREOF the Parties have caused this Amendment to be duly executed by their authorized representatives designated as signatories of the applicable New Order Form.