Common use of SOURCE CODE ESCROW FOR LICENSED PRODUCT Clause in Contracts

SOURCE CODE ESCROW FOR LICENSED PRODUCT. At the request of the Authorized User, Contractor shall either: (i) provide Licensee with the Source Code for the Product; or (ii) place the Source Code in a third party escrow arrangement with a designated escrow agent who shall be named and identified to the Authorized User, and who shall be directed to release the deposited Source Code in accordance with a standard escrow agreement acceptable to the Authorized User; or (iii) will certify to the Authorized User that the Product manufacturer/developer has named the Authorized User, and the Licensee, as a named beneficiary of an established escrow arrangement with its designated escrow agent who shall be named and identified to the Authorized User and Licensee, and who shall be directed to release the deposited Source Code in accordance with the terms of escrow. Source Code, as well as any corrections or enhancements to such source code, shall be updated for each new release of the Product in the same manner as provided above and such updating of escrow shall be certified to the Authorized User in writing. Contractor shall identify the escrow agent upon commencement of the Contract Term and shall certify annually that the escrow remains in effect in compliance with the terms of this clause. The Authorized User may release the Source Code to Licensees under this Contract or any Authorized User Agreement or Purchase Order who have licensed Product or obtained services, who may use such copy of the Source Code to maintain the Product.

SOURCE CODE ESCROW FOR LICENSED PRODUCT. At the request of the Authorized User, Contractor shall either: (i) provide Licensee with the Source Code for the Product; or (ii) place the Source Code in a third party escrow arrangement with a designated escrow agent who shall be named and identified to the Authorized User, and who shall be directed to release the deposited Source Code in accordance with a standard escrow agreement acceptable to the Authorized User; or (iii) will certify to the Authorized User that the Product manufacturer/developer has named the Authorized User, and the Licensee, as a named beneficiary of an established escrow arrangement with its designated escrow agent who shall be named and identified to the Authorized User and Licensee, and who shall be directed to release the deposited Source Code in accordance with the terms of escrow. Source Code, as well as any corrections or enhancements to such source code, shall be updated for each new release of the Product in the same manner as provided above and such updating of escrow shall be certified to the Authorized User in writing. Contractor shall identify the escrow agent upon commencement of the Contract Term term and shall certify annually that the escrow remains in effect in compliance with the terms of this clause. The Authorized User may release the Source Code to Licensees under this Contract Aggregate Agreement or any Authorized User Agreement or Purchase Order who have licensed Product or obtained services, who may use such copy of the Source Code to maintain the Product.