Access Intelligence Platform.

The specifications and system requirements for the Access Intelligence Platform, including any additional licenses, subscriptions, or Hardware, are as described in the Documentation. Customer shall purchase a Base Subscription for each Imprivata data source that Customer wants to monitor (e.g. Imprivata Enterprise Access Management). The Base Subscription includes one (1) Imprivata data source and unlimited storage for Customer’s retained active and archived data.

Pricing Metrics and Change-of-Scope Fee Adjustments.

1. Customer shall purchase a Base Subscription access the Access Intelligence Platform. Pricing for the Base Subscription is based on the number of unique individual user IDs across the applicable Imprivata data source (“Data Source User”). Customer shall provide Imprivata with the current number of Data Source Users and represent and warrant to the accuracy of such Data Source Users in the Order Form (the “Base Statistics”). Customer agrees that if the Base Statistics increase during the Subscription Term, the parties shall adjust the Base Statistics accordingly and Imprivata shall have the right to increase the recurring subscription fees identified in that Imprivata Order Form (“Subject Annual Fees”) by a corresponding percentage according to the methodology described below. Imprivata will invoice Customer for such adjusted Subject Annual Fees and Customer shall remit payment according to the Agreement.
2. Methodology:
   1. Measurement Dates & Periods: Beginning on the effective date of the Subscription Term, Imprivata will review the Data Source Users through information provided to Imprivata through the Data Source Subscriptions. If the Data Source Users have increased over the Base Statistics, then the Base Statistics will be reset at such Data Source Users amount and Imprivata shall provide advance written notice to Customer that all Subject Annual Fees to be paid by Customer for the remainder of the Subscription Term shall be increased by the same percentage increase in the Data Source Users over the Base Statistic. The increased Subject Annual Fees shall be due prospectively for the remainder of the Subscription Term (including any renewals thereof) unless subsequently adjusted under this provision or the parties agree in writing to reset the Base Statistic values.
   2. Customer Validation Period: After receiving written notice of any such increase in Subject Annual Fees, Customer shall have thirty (30) days to review Imprivata’s findings of the adjusted Base Statistics. The parties shall work in good faith to validate the number of Data Source Users and eliminate any misleading increases, decreases, or omissions that do not fairly and reasonably represent a change in the Data Source User numbers.