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10.2 Re -implementation for new integrated library system. <br />If you change your integrated library system during your subscription to collectionHQ, we will need to <br />re -implement collectionHQ for you. The technical effort relating to this is almost the same effort <br />required for the initial implementation. The charge for us to set your collectionHQ instance up with <br />your new integrated library system will be 50% of your Set Up Fee list price. <br />11. Payment <br />11.1 In consideration of the provision of the Service by us, you shall pay the Subscription Fee specified in <br />the Offer. Payment is due annually in advance for the Service to be provided in that year and we shall <br />invoice you accordingly. <br />11.2 Payment shall be within 30 days of the date of invoice. <br />11.3 The Software may be upgraded by us from time to time, offering new functionality or features, and <br />you must accept such changes to the Software as and when they are released by us. There shall be <br />no increase to the Subscription Fee for such new functionality orfeatures. However, software Modules may <br />be offered to you from time to time which you may choose to subscribe to at extra cost to the <br />Subscription Fee, effective from the date you are granted access to such new Modules. However, you <br />will have the option not to subscribe to such new Modules. <br />11.4 All sums in the Offer are exclusive of sales taxes and duties which will be payable if applicable in <br />addition. We reserve the right to increase subsequent subscription fees. <br />11.5 Without prejudice to any other right or remedy which we may have, we shall be entitled to charge <br />interest (both before and after judgement) on a daily basis on all sums overdue at the greater of (i) <br />the highest rate permitted by applicable law, or (ii) a rate of 1% per month from the date such sums <br />became due until paid in full. You will also be liable for all reasonable costs and expenses incurred by <br />us in collecting overdue sums. <br />11.6 In addition to the above, and again without prejudice to our other rights hereunder and in law, should <br />you fail to make any payment when due under this Agreement, we shall have the right by notice in <br />writing to suspend the Service and any and all other services being performed by us without liability <br />until the default is made good. <br />12, Termination <br />We may terminate the Service forthwith at any time by notice with immediate effect to you if you: <br />(a) use, or permit use of, the website, Service or the Software otherwise than in accordance with <br />this Agreement; or <br />(b) fail to pay any sum rightly due hereunder within 30 days of the due date <br />12.2 You may terminate the Service <br />(a) at the end of the Subscription Period, or on the Renewal Date thereafter, by providing Bridgeall <br />Libraries Ltd. with at least 3 months' notice in writing: or <br />(b) if, within 3 months priorto the Renewal Date, we inform you of an Increase to your Subscription <br />Fee for the Renewal which you find unacceptable, you have the option not to renew your <br />Subscription at the end of the current Subscription Period. However, should we, at any point <br />during this period, agree to revert to the current Subscription Fee then you must agree to a <br />Renewal. <br />12.3 No refunds will be paid for termination unless you terminate under Clause 12.2, and termination is <br />during a payment period for which you have already paid, in which case we will refund a pro rate <br />amount to reflect the unexpired portion of the period for which you have pre -paid. <br />12.4 Termination of this Agreement shall not affect the accrued rights and liabilities of the parties arising in <br />any way out of this Agreement. Clauses which due to their nature are due to be performed or observed <br />following termination including but not limited to Clauses 7.8, 11, 12, 13, 14, 16 and 17 shallsurvive <br />termination of this Agreement and shall remain in force and effect. <br />