Escrow Materials License Clause Samples
An Escrow Materials License clause grants the licensee the right to use certain materials, such as source code or technical documentation, that are held in escrow. Typically, this clause specifies the conditions under which the licensee can access and use these materials, such as if the licensor goes out of business or fails to support the product. The core function of this clause is to ensure business continuity for the licensee by providing access to essential materials if the licensor cannot fulfill its obligations.
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Escrow Materials License. Subject to satisfaction of the Release Conditions and the actual release of the Escrow Materials, Seller hereby grants to Buyer a non-exclusive, non-sublicenseable, non-transferable, United States only, *** relating to and necessary to utilize the Escrow Materials, solely until Seller has cured the breach that lead to the trigger of the Release Conditions (including reimbursement of Buyer of its costs and expenses relating to implementing the escrowed materials) and has resumed full performance under this Agreement, to reproduce and use the Escrow Materials for Buyer’s internal purposes and to provide the Enlighten service to owners of any System at which Envoys purchased under this Agreement have been installed (the “Escrow Materials License”).
Escrow Materials License. Subject to the terms and conditions of this Agreement, effective upon release of the Escrow Materials under the Escrow Agreement, BSE grants to Alstom the Escrow Materials License. “Escrow Materials License” means a nonexclusive, perpetual, irrevocable right and license (including the right to sub-license) only within the Base Countries (and in addition, in case the Covered Project is outside the Base Countries, as described in Section 3.5, within the country of such Covered Project) to use, reproduce, alter, adapt, modify and develop the Escrow Materials (including the right to prepare derivative works of the Escrow Materials) solely for the purposes of completing performance of BSE’s obligations expressly set forth under the Consortium Agreement or Alstom-BSE Subcontract and any other applicable agreement between Alstom and BSE in relation to the Covered Projects, which obligations may include, depending on the Covered Project, the completion, operation, maintenance, adjustment and repair of works required by the Covered Project.