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by UNCHCS will be considered part of the EMR System , under and <br /> subject to the license and other provisions of this Agreement, together <br /> with any additional license terms and restrictions that may be imposed by <br /> Epic for such System Updates . Client acknowledges and agrees that <br /> certain System Updates will require additional training at UNCHCS ' s <br /> facilities for Authorized Users regarding the use of the EMR System, such <br /> training to be provided in accordance with UNCHCS ' s written training <br /> plan . <br /> 3 . 5 Changes to EMR System . UNCHCS may, from time to time , change , update and/or <br /> enhance the components and functionality of the EMR System . UNCHCS shall , in <br /> accordance with its existing policy, timelines and methods for notifying internal <br /> users , notify CLIENT of such changes if such changes will materially impact <br /> CLIENT ' s use of the EMR System . In the event that any such changes materially <br /> and adversely impact CLIENT ' s use of the EMR System , and if UNCHCS cannot <br /> reasonably mitigate the impact, then CLIENT may terminate this Agreement upon <br /> written notice given within ninety ( 90 ) days following implementation of the <br /> change and UNCHCS shall refund to CLIENT any prepaid fees attributable to the <br /> terminated portion of the Service Period in which such termination occurs . <br /> 3 . 6 Technology Refresh . CLIENT acknowledges that effective use of the EMR System <br /> will require keeping pace with Client Equipment technology changes . From time to <br /> time during the term of the Agreement, Epic and/or UNCHCS may announce <br /> modified and/or additional technology infrastructure requirements arising out of, <br /> among other factors , System Updates to the EMR System, necessary or desirable <br /> standardization of technology across the EMR System user base , or the replacement <br /> of outdated, under-performing or unsupported hardware , software or other <br /> equipment . UNCHCS shall use commercially reasonable efforts to keep CLIENT <br /> abreast of such changes . CLIENT acknowledges that UNCHCS does not have any <br /> control over the timing or scope of any Client Equipment changes that may be <br /> dictated by Epic or any other third party supplier . In the event a Client Equipment <br /> change is required, UNCHCS agrees to provide CLIENT with six ( 6 ) months notice <br /> prior to the effective date of such change . Upon receipt of such notice , CLIENT <br /> may terminate this Agreement by providing UNCHCS with written notice no later <br /> than ninety ( 90 ) days from the date CLIENT received notice of the Client <br /> Equipment change . If CLIENT does not exercise its right to terminate the <br /> Agreement, CLIENT shall be responsible for promptly procuring and installing (or <br /> arranging for UNCHCS to install on its behalf) all Client Equipment (including <br /> procuring maintenance and support plans , where applicable) required to meet such <br /> announced requirements , at CLIENT ' s sole expense . In the event UNCHCS <br /> purchases any Client Equipment on CLIENT ' s behalf, CLIENT shall promptly <br /> reimburse UNCHCS for such costs . <br /> 3 . 7 License Restrictions . CLIENT shall not, nor shall it authorize or enable any other <br /> person or entity to : ( a) reproduce , distribute , publicly display , sublicense , lease , <br /> rent , loan, transfer, or otherwise make available the EMR System to any third party ; <br /> (b) modify , adapt, alter, translate , or create derivative works of the EMR System ; <br /> 4 <br />