Delivery of Escrow Materials Clause Samples

Delivery of Escrow Materials. 2.1 Upon execution of this Agreement, and thereafter upon any additional release of the Software, Infertek shall deliver to the Escrow Agent a labelled package, containing a current copy of the Source Code together with all present modifications, enhancements or customization in magnetic or other form. 2.2 Each anniversary date during the term of this Agreement, Infertek shall deliver to the Escrow Agent a labelled package, containing the then current copy of the Source Code and all up-to-date modifications, enhancements or customization relating thereto which shall be accompanied by a letter addressed to the Region setting out a brief description of the Software being delivered to the Escrow Agent. 2.3 The Escrow Agent is under no obligation to ensure that any changed, modified, updated, improved, customization or enhanced copy of the Source Code is or are in the future delivered pursuant to Article 2.1 or 2.2.
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Delivery of Escrow Materials. The items delivered by Buyer have not been delivered to Seller and shall not be deemed so delivered by their delivery to the Escrow Agent under this Escrow Agreement. The items delivered by Seller have not been delivered to Buyer and shall not be deemed so delivered by its delivery to the Escrow Agent under this Escrow Agreement. Such items delivered into escrow shall be of no force or effect unless and until delivered by the Escrow Agent to Buyer and Seller as provided in this Escrow Agreement.
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Delivery of Escrow Materials. Should Converge desire to obtain any Escrow Materials due to the occurrence of a Release Event, Converge shall provide Vert and the Escrow Agent with written notice thereof. The Escrow Agent shall be instructed to promptly provide a copy of such notice to Vert. Unless the Escrow Agent receives written notice from Vert contesting the occurrence of such Release Event within 15 days after Vert receives such copy of Converge's notice (48 hours in the event the Release Event is a Priority Remedy Election by Converge), the Escrow Agent shall be instructed to deliver the relevant Escrow
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Delivery of Escrow Materials. “Escrow Materials” is defined as a sealed package containing a copy of the Program’s source code on CityView supported electronic medium in the format and system environment used by CityView and Customer in its own operation to generate object code, together with a copy of the existing systems documentation developed for the Programs and the specifications for the operating environment and software tools required to make effective use of the source materials. Escrow Materials will be shipped within ten (10) days of the initial payment of the Annual Fees to CityView’s then current Escrow Agent, ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Swan, Suite 1212 - ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Victoria, B.C., V8W 2E1. Subsequently, provided Customer has maintained payment of the Support and Maintenance fees and Escrow Services Annual Fees, the existing Escrow Materials will be exchanged for a replacement set comprising the then-current source and documentation and shall again be placed with CityView’s then current Escrow Agent, such exchange occurring as soon as practical following the shipment of a new release of the Programs.
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Delivery of Escrow Materials. Upon execution of this agreement, and thereafter upon any additional release of the Software, the Licensor shall deliver to the Escrow Agent a current copy of the Source Code together with all present modifications, enhancements or customization and the Documents in magnetic or other form.
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Delivery of Escrow Materials. Should Converge desire to obtain any Escrow Materials due to the occurrence of a Release Event, Converge shall provide Vert and the Escrow Agent with written notice thereof. The Escrow Agent shall be instructed to promptly provide a copy of such notice to Vert. Unless the Escrow Agent receives written notice from Vert contesting the occurrence of such Release Event within 15 days after Vert receives such copy of Converge's notice, the Escrow Agent shall be instructed to deliver the relevant Escrow Materials to Converge forthwith. In the event Vert contests the occurrence of the Release Event, the matter shall be resolved as expeditiously as possible in accordance with the dispute resolution provisions of the Escrow Agreement and the Escrow Materials shall remain in escrow until such time as the matter is resolved.
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Related to Delivery of Escrow Materials

  • Delivery of Escrow Funds Upon confirmation by Escrow Agent that the following conditions have been satisfied, Escrow Agent shall disburse the Escrow Funds to Recipient in connection with the closing of the purchase of the Property or other interest therein: (a) Escrow Agent has confirmed that Recipient has sufficient funds to complete the purchase of, or acquisition of other interest approved by the Director in and to, the Property (the “Closing”) and to pay all costs, fees and expenses to be paid by Recipient with respect thereto as disclosed on the settlement statement prepared by Escrow Agent and signed by Recipient and Seller (the “Settlement Statement”). (b) Upon recording of the Conveyance Instrument (as defined in subsection (d) of this Section 2), (i) Recipient will hold marketable title to the Property or (ii) if Recipient is acquiring an interest in the Property other than fee simple, as approved by the Director, Seller holds marketable title to the Property and has granted a valid interest in the Property to Recipient pursuant to the Contract. (c) If the Contract requires, or Recipient has requested and agreed to pay for, a title insurance policy with respect to the Property (the “Title Policy”), Escrow Agent, as title insurer or agent therefor, is prepared to issue the Title Policy to Recipient. (d) Escrow Agent is prepared to record, on the date of Closing, (i) the deed, or other instrument appropriate for the interest in the Property to be conveyed pursuant to the Contract, from Seller to Recipient with respect to the Property (the “Conveyance Instrument”), and (ii) the deed restrictions approved by the Director with respect to the Property (the “Deed Restrictions”). (e) If Escrow Agent is an agent of a title insurance company, Escrow Agent has caused an insured closing letter to be issued to OPWC by such title insurance company with respect to Escrow Agent’s acts in connection with the Closing and Escrow Agent’s performance of its obligations under this Agreement.

  • Delivery of Equipment (a) We will try to deliver Equipment to you on the delivery date (Delivery Date) and at the address (Site) indicated on your Application during normal business hours in that area. (b) Variations at your request to Delivery Date or Site: (i) are at our discretion; and (ii) may be subject to conditions, including extra Charges.

  • Delivery of Materials In the event of any expiration or termination of this Agreement, Contractor shall promptly provide the JBE with all originals and copies of the Deliverables, including any partially-completed Deliverables-related work product or materials, and any JBE-provided materials in its possession, custody, or control. In the event of any termination of this Agreement, the JBE shall not be liable to Contractor for compensation or damages incurred as a result of such termination; provided that if the JBE’s termination is not for cause, the JBE shall pay any fees due under this Agreement for Services performed or Deliverables completed and accepted as of the date of the JBE’s termination Notice.

  • Release of Escrow Subject to the provisions of Section 4.2, the Escrow Agent shall release the Company Documents and Subscriber Documents as follows: (a) On the Closing Date, the Escrow Agent will simultaneously release the Company Documents to the Subscriber and release the Subscriber Documents to the Company except that the Due Diligence Fee will be released to the Due Diligence Fee Recipient and the Legal Fees will be released to the Subscriber’s attorneys. (b) All funds to be delivered to the Company shall be delivered on the Closing Date pursuant to the wire instructions to be provided in writing by the Company to the Escrow Agent. (c) Notwithstanding the above, upon receipt by the Escrow Agent of joint written instructions ("Joint Instructions") signed by the Company and the Subscriber, it shall deliver the Company Documents and Subscriber Documents in accordance with the terms of the Joint Instructions. (d) Notwithstanding the above, upon receipt by the Escrow Agent of a final and non-appealable judgment, order, decree or award of a court of competent jurisdiction (a "Court Order"), the Escrow Agent shall deliver the Company Documents and Subscriber Documents in accordance with the Court Order. Any Court Order shall be accompanied by an opinion of counsel for the party presenting the Court Order to the Escrow Agent (which opinion shall be satisfactory to the Escrow Agent) to the effect that the court issuing the Court Order has competent jurisdiction and that the Court Order is final and non-appealable.

  • Expenses of Escrow Agent Except as set forth in Section 11 the Company shall reimburse Escrow Agent for all of its reasonable out-of-pocket expenses, including attorneys' fees, travel expenses, telephone and facsimile transmission costs, postage (including express mail and overnight delivery charges), copying charges and the like. All of the compensation and reimbursement obligations set forth in this Section shall be payable by the Company, upon demand by Escrow Agent. The obligations of the Company under this Section shall survive any termination of this Agreement and the resignation or removal of Escrow Agent.