Clauses > Release of Escrow


Standard Standard Release Events + Notice 


  1. Release of Escrow Materials
    1. Escrow Release Events. The Escrow Agent shall release the [DELIVERABLE] to [PARTY B] on any of the following events (each one, a "Release Event"), whichever happens first.
      1. Written InstructionThe Escrow Agent shall release the [DELIVERABLE] to [PARTY B] if it receives written instructions for release signed by both parties.
      2. Failure to Correct SoftwareThe Escrow Agent shall release the [DELIVERABLE] to [PARTY B] if PARTY A] fails to correct any material flaw in the Licensed Software within [CORRECTION PERIOD] days of receiving notice of the flaw from [PARTY B].
      3. Dissolution or Liquidation ActionsThe Escrow Agent shall release the [DELIVERABLE] to [PARTY B] if [PARTY A] takes any action or approval of dissolution or liquidation of its business.
      4. Bankruptcy, Insolvency, or ReceivershipThe Escrow Agent shall release the [DELIVERABLE] to [PARTY B] if [PARTY A] becomes insolvent, becomes the subject of a receivership, or files a petition for bankruptcy.
      5. Breach of License AgreementThe Escrow Agent shall release the [DELIVERABLE] to [PARTY B] if [PARTY A] breaches any support or maintenance obligations under the License Agreement.
    2. Notification of Escrow Release Events
      1. Notice to [PARTY A] and Escrow Agent. If a Release Event occurs, [PARTY B] shall notify [PARTY A] and the Escrow Agent in writing, including the specific Release Event and instructions for the release of the Escrow Materials.
      2. Release to [PARTY B]. The Escrow Agent shall release the Escrow Materials to [PARTY B] within [RELEASE PERIOD] days after receiving [PARTY B]'s notice of the Release Event, unless [PARTY A] disputes the occurrence of the Release Event before the release of the Escrow Materials.

Tags:
Party weight: Neutral