Practice Management Interface. Medical Practice acknowledges and agrees that if Schedule “A” to the License Agreement or a Statement of Work contemplates that Modernizing Medicine shall establish an interface between Medical Practice’s practice management system (the “Medical Practice PM”) and the Software (a “PM Bridge”) that, unless otherwise set forth in Schedule “A” or such Statement of Work, such PM Bridge shall enable certain inbound demographic information to be received into the Software from the Medical Practice PM. Medical Practice further acknowledges that the cooperation and services of third parties, including, the provider of Medical Practice’s practice management system, may be necessary in order to establish such PM Bridge and, as such, Modernizing Medicine does not guarantee when, or if, Medical Practice’s PM Bridge will be established. Medical Practice acknowledges and agrees that the timing of the completion of any PM Bridge will not impact the Medical Practice’s obligations under the Transaction Documents, including, without limitation, the obligation to pay all Fees. Modernizing Medicine and Medical Practice agree that in the event that Modernizing Medicine determines, in its sole discretion, that it is unable, using commercially reasonable efforts, to establish a PM Bridge for Medical Practice that was previously specified on Schedule “A” to the License Agreement or a Statement of Work, then (i) if Modernizing Medicine provides written notice of such determination to Medical Practice (the “Bridge Notice”) then Modernizing Medicine shall have no further obligation to establish the applicable PM Bridge and (ii) Medical Practice’s sole and exclusive remedy shall be for Medical Practice to receive a refund of the unused portion of the fee paid by Medical Practice to Modernizing Medicine with respect to the establishment of such PM Bridge as determined by Modernizing Medicine. To receive the refund described in this Section 7.10, Medical Practice must notify Modernizing Medicine of its refund request within fifteen (15) days from the date of the Bridge Notice. For the avoidance of doubt, Modernizing Medicine has no obligation to modify any PM Bridge after its initial establishment or provide any new interfaces, including, without limitation, if Medical Practice changes the version of the practice management system used by the Medical Practice or adopts a new practice management system. In addition, if the Medical Practice elects to change its practice management system ...
