SOFTWARE MAINTENANCE PROCEDURES Clause Samples

SOFTWARE MAINTENANCE PROCEDURES. All software will be tested to the extent requested by Cryoport. CRYOPORT shall notify KLATU of any failure relating to a software design or implementation issue which will be dealt with. KLATU shall use its best commercial efforts to respond to any non- conforming Software and Documentation or Revisions and to implement corrections on a time and material basis in accordance with budgets approved by Cryoport according to the schedule of response times below. Error Level One1 within one (1) business day Error Level Two2 within two (2) business days Error Level Three3 on the next regular release to CRYOPORT, but no longer than 180 days. Among other things, KLATU’s response may include (i) instructions for solving the problem, or (ii) a bug fix not otherwise contained in a release, or (iii) a functionally equivalent software solution which is free of such problems, or (iv) a suitable workaround, temporary repair or an emergency bypass, all to the extent that KLATU diagnoses the problem as a reproducible defect in an unaltered, current release of the Software and Documentation. It is expressly understood and agreed by CRYOPORT that KLATU is under no obligation to include any one or more of items (i) - (iv) in or as part of its response. It is also expressly understood and agreed by CRYOPORT that if a claimed error results from CRYOPORT’s misuse, modification, neglect, improper installation or testing of the Software or use of Documentation, or a problem with hardware or software not supplied by KLATU, KLATU is under no obligation but shall accommodate CRYOPORT as best it can, to correct the problem, and CRYOPORT may be charged for KLATU’s time and materials in responding to CRYOPORT’s claimed error at KLATU’s then standard time and material rates. Finally, it is also expressly understood and agreed that each set of instructions, updated version and functionally equivalent software package provided under this Exhibit shall be regarded as the item of software to which it relates and shall thereupon be subject to all of the terms and conditions of this Agreement that relates to such item.