Common use of SOURCE CODE IN ESCROW Clause in Contracts

SOURCE CODE IN ESCROW. At such time as the Portal is operational and in use, Corcentric shall deposit in escrow a copy of the source code to the Application in escrow at the parties’ shared expense at a secure remote site reasonably accessible to DTNA with an escrow agent reasonably acceptable to both parties, and having DTNA as a named beneficiary. During the term of this Agreement, Concentric shall periodically make additional deposits into escrow of the Application including Maintenance Changes, Upgrades, and Enhancements licensed by DTNA. In the event of Corcentric’s insolvency, bankruptcy, receivership, dissolution, or failure to continue as a going concern, which results in a failure by Corcentric to provide services to End Users without timely cure in accordance with the provisions of Section 11.2 (a “Release Event”), the source code shall be made available to DTNA for its internal use, modification and implementation without cost to DTNA, for limited period of time not to exceed one hundred eighty days (180 days) in order to allow DTNA to transition to a new system. Except upon the occurrence of a Release Event, DTNA will have no rights to access or otherwise use the source code to the Application. Notwithstanding the deposit of source code into escrow, or the potential delivery of the source code to DTNA by the escrow agent, DTNA shall not acquire any ownership or other right in the Application, the Corcentric Technology, or the source code beyond that provided for in this Agreement, and all such items delivered by the Escrow Agent to DTNA shall be deemed Corcentric’s Confidential Information subject to the confidentiality provisions of Section 12 of this Agreement. It is the intent of this provision that there be no potential disruption of the Application to End Users. This provision shall survive termination of this Agreement or insolvency of Corcentric, to the extent necessary to protect DTNA.