Customer Connect Cloud Services.

The specifications and system requirements for Customer Connect, including any additional licenses or subscriptions, are as described in the Documentation.

Pricing Metrics.

Unless purchasing through an authorized reseller, upon execution of the Order Form, Customer will pay Imprivata the applicable fees set forth in the Order Form. Beginning with the initial term of an Order Form and during any subsequent renewal terms, prior to each anniversary of the initial Subscription Term effective date, Imprivata will review Customer’s Average Peak Usage. If Customer’s Average Peak Usage exceeds the Base Statistics, Imprivata will invoice Customer for the difference between the Average Peak Usage and the Base Statistics for the subsequent twelve-month period in accordance with the Order Form. Customer will pay such invoice in accordance with the Agreement. The following terms may be used in the Order Form in calculating the applicable fees:

1. “Average Peak Usage” means the number calculated by averaging the peak number of Concurrent Connections during the three highest months of the applicable twelve-month period.
2. “Concurrent Connections” means the total number of simultaneous connections on the Cloud Service at any one time.
3. “Base Statistics” means the number of Concurrent Connections documented in the initial Order Form.

Usage Limits.

Customer Connect’s pricing is based on designated levels of usage and data storage (each a “Service Allocation”) as provided in the table below. Imprivata will use commercially reasonable efforts to notify Customer in writing if Customer has reached 80 percent (80%) of its then-current Service Allocation and Customer may increase its Service Allocation. Customer acknowledges that if it exceeds its Service Allocation by (i) exceeding Customer’s network usage, then its access to the Cloud Service will be throttled or (ii) exceeding storage limits, then audit data will automatically be deleted.