C. PERPETUAL ACCESS AND USE

For as long as SAGE provides a service of hosting the Product(s) on its platform, and subject to payment by Customer of all Fees due under the Agreement and this Exhibit, Customer, the Institutions (if applicable) and Authorized Users shall have unlimited perpetual access to the Product(s), 24 hours/day, seven days/week subject to the terms of the Agreement and this Exhibit (the “Hosting Service”). Notwithstanding the foregoing, SAGE reserves the right to temporarily interrupt the Hosting Service without prior notice to resolve any technical issues that may arise at any time as determined in SAGE’s sole and absolute discretion, provided that SAGE immediately notifies Customer of any suspension, including the reason for the interruption and any supporting details. Such temporary interruptions will be of the shortest duration possible. Customer’s use of the Product(s) shall be subject to the terms of the Agreement and this Exhibit.

SAGE shall have the right at any time as determined in its sole discretion to cease providing the Hosting Service. In the event SAGE elects to cease providing the Hosting Service, Customer shall have the right to self-host the Product(s) or engage a third party at no cost to SAGE to host the Product(s) in which case upon written request by Customer, SAGE shall supply Customer with a machine-readable digital copy of the Product(s)’ content in a mutually acceptable format. Customer acknowledges and agrees that in the event of such self-hosting or third-party hosting, Customer’s perpetual use of the Product(s) shall continue to be governed by the terms of the Agreement.

In addition, Customer is authorized to make such further copies in perpetuity as it may deem necessary for purposes of archival preservation, refreshing, or migration, including migration to other formats, so long as the purpose of such copying is solely for continued use and/or archival retention of the data and does not violate or extend the use rights contained in this Agreement.