Common use of Deliverable Software Escrow Clause in Contracts

Deliverable Software Escrow. Within sixty (60) days of the Date of Provisional Acceptance or Commercial Acceptance of any portion of the System or any System Upgrade, Contractor shall deliver copies of source code and related documentation for that portion of Deliverable Software that is Contractor Intellectual Property (but not that portion of Deliverable Software comprising commercial, off-the-shelf software, or software developed or provided by third parties) to a third party commercial software escrow service, and from time to time as it becomes available, copies of source code for updates, maintenance releases, or other new versions of the Deliverable Software that is Contractor Intellectual Property that is reasonably relating to the operation, maintenance or repair of the computer systems of any portion of the System or any System Upgrade as delivered by Contractor during the System's twenty-five (25) year Design Life Period. A detailed listing of commercial, off-the-shelf software, or software developed or provided by third parties to be included in the Deliverable Software shall be delivered by Contractor to Purchaser within sixty (60) days of the Date of Provisional Acceptance of any portion of the System or any System Upgrade, as the case may be. 58 55 The escrow service shall be authorized by Contractor to release the escrowed software to Purchaser within five (5) business days after the receipt of notice by Purchaser that (i) a Bankruptcy Event has occurred, (ii) that the Contractor is no longer engaged in the business of operating or maintaining, or providing support for other parties in operating or maintaining, systems comparable to the System (as modified by System Upgrades) or (iii) that Purchaser has terminated the Contract pursuant to Article 12 (Termination for Default) due to Contractor's default, unless Contractor agrees to continue to support Purchaser with respect to Deliverable Software.

Deliverable Software Escrow. Within sixty (60) days of the Date of Provisional Acceptance or Commercial Acceptance of any portion of the System or any System Upgrade, Contractor shall deliver copies of source code and related documentation for that portion of Deliverable Software that is Contractor Intellectual Property (but not that portion of Deliverable Software comprising commercial, off-the-the- shelf software, or software developed or provided by third parties) to a third party commercial software escrow service, and from time to time as it becomes available, copies of source code for updates, maintenance releases, or other new versions of the Deliverable Software that is Contractor Intellectual Property that is reasonably relating to the operation, maintenance or repair of the computer systems of any portion of the System or any System Upgrade as delivered by Contractor during the System's twenty-five (25) year Design Life Period. A detailed listing of commercial, off-the-shelf software, or software developed or provided by third parties to be included in the Deliverable Software shall be delivered by Contractor to Purchaser within sixty (60) days of the Date of Provisional Acceptance of any portion of the System or any System Upgrade, as the case may be. 58 55 56 The escrow service shall be authorized by Contractor to release the escrowed software to Purchaser within five (5) business days after the receipt of notice by Purchaser that (i) a Bankruptcy Event has occurred, (ii) that the Contractor is no longer engaged in the business of operating or maintaining, or providing support for other parties in operating or maintaining, systems comparable to the System (as modified by System Upgrades) or (iii) that Purchaser has terminated the Contract pursuant to Article 12 (Termination for Default) due to Contractor's default, unless Contractor agrees to continue to support Purchaser with respect to Deliverable Software.

Deliverable Software Escrow. Within sixty (60) days of the Date of Provisional Acceptance or Commercial Acceptance of any portion of the System or any System Upgrade, Contractor shall deliver copies of source code and related documentation for that portion of Deliverable Software that is Contractor Intellectual Property (but not that portion of Deliverable Software comprising commercial, off-the-shelf software, or software developed or provided by third parties) to a third party commercial software escrow service, and from time to time as it becomes available, copies of source code for updates, maintenance releases, or other new versions of the Deliverable Software that is Contractor Intellectual Property that is reasonably relating to the operation, maintenance or repair of the computer systems of any portion of the System or any System Upgrade as delivered by Contractor during the System's twenty-five (25) year Design Life Period. A detailed listing of commercial, off-the-shelf software, or software developed or provided by third parties to be included in the Deliverable Software shall be delivered by Contractor to Purchaser within sixty (60) days of the Date of Provisional Acceptance of any portion of the System or any System Upgrade, as the case may be. 58 55 The escrow service shall be authorized by Contractor to release the escrowed software to Purchaser within five (5) business days after the receipt of notice by Purchaser (which notice Purchaser shall not deliver unless a Bankruptcy Event shall have occurred or the Contractor is no longer engaged in the business of operating or maintaining, or providing support for other parties in operating or maintaining, systems comparable to the System (as modified by System Upgrades)) that (i) a Bankruptcy Event has occurred, (ii) occurred or that the Contractor is no longer engaged in the business of operating or maintaining, or providing support for other parties in operating or maintaining, systems comparable to the System (as modified by System Upgrades) or (iii) that Purchaser has terminated the Contract pursuant to Article 12 (Termination for Default) due to Contractor's default, unless Contractor agrees to continue to support Purchaser with respect to Deliverable Software).