Escrowed Materials Sample Clauses

Escrowed Materials. No later than 60 days after the Effective Date, and within 30 days after release of each Update, Orbitz will deliver to Fort Xxxx Escrow Services, as escrow agent, the following: (a) a copy of the current, fully commented version of the source code of the latest release of the Orbitz Software that Orbitz owns, (b) the available Documentation related thereto, and (c) reproducible binary masters of the latest release of the Orbitz Software (collectively, "Escrowed Material"). A copy of the Escrow Agreement between Orbitz and Fort Xxxx Escrow Services related to the Escrowed Materials will be attached hereto as Exhibit H upon execution.
AutoNDA by SimpleDocs
Escrowed Materials. For each Licensed Work, Supplier agrees to place in escrow in accordance with the terms and conditions of a separate Source Code Custodial Agreement ("SCCA"), the following materials: (i) two (2) copies of the Licensed Work in machine-readable format, including both Source Code and Object Code; (ii) one (1) complete set of the Documentation related to the Licensed Work in both hard copy and machine-readable form; (iii) one (1) copy of a comprehensive list of all items in the development environment indicating those items which are commercially available on reasonable terms through readily known sources; (iv) one (1) set of the development environment except those items identified pursuant to (iii) above as being commercially available on reasonable terms through readily known sources; (v) one (1) copy of a comprehensive list of all Source Code modules of the Licensed Work.
Escrowed Materials. No later than sixty (60) days after the Launch Date, and within thirty (30) days after release of each Update, Orbitz will deliver to DSI, as escrow agent, the following: (a) a copy of the current, fully commented version of the source code of the latest release of the Orbitz Software that Orbitz owns, (b) the available Documentation related thereto, and (c) reproducible binary masters of the latest release of the Orbitz Software (collectively, "Escrowed Material"). A copy of the -------- *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. Escrow Agreement between Orbitz and DSI related to the Escrowed Materials will be attached hereto as Exhibit H upon execution.
Escrowed Materials. (a) On the date of this Agreement, Parent has wire transferred to the Escrow Agent, $14,589,195, which is thirty percent (30%) of the Cash Portion of the Preliminary Purchase Price (the "Escrow Funds"). Within ten (10) business days of the execution and delivery of this Escrow Agreement, Parent will deliver to the Escrow Agent a stock certificate or certificates registered in the name of the Representative, representing 654,224 shares of Parent Common Stock, which is thirty percent (30%) of the Stock Portion of the Preliminary Purchase Price (the "Escrow Shares"), together with ten blank form stock powers signed by the Representative. (b) Parent and the Representative will jointly inform the Escrow Agent of the exact amount of the Final Purchase Price promptly after it has been determined. Following the determination of the Final Purchase Price, the Escrow Funds and Escrow Shares shall be increased by a contribution from the Parent, or decreased by a distribution to the Shareholders or Parent, as the case may be, so that (i) the Escrow Funds and the Escrow Shares represent ten percent (10%) of the Cash Portion and ten percent (10%) of the Stock Portion, respectively, of the Final Purchase Price, (ii) the Shareholders will have received the remaining ninety percent (90%) of the Final Purchase Price, and (iii) interest on the difference between the Cash Portion of the Preliminary Purchase Price and the Cash Portion of the Final Purchase Price, calculated from the date of this Agreement to payment of the Final Purchase Price at 5.5% per annum, will have been paid to Parent or Shareholders as appropriate. Any disbursements from the Escrow Account will be made pursuant to joint written instructions from Parent and the Representative to the Escrow Agent. (Any such written instructions signed by Parent and the Representative are referred to here as "Joint Written Directions.") (c) As used herein, the term "Escrowed Materials" means (a) the Escrow Funds, and all interest earned thereon, (b) the Escrow Shares being delivered to the Escrow Agent as described in Section 1(a) hereof, and (c) all securities and other property received and held in escrow by the Escrow Agent hereunder in accordance with the terms hereof. The Escrow Agent shall hold the Escrowed Materials in escrow upon the terms and subject to the conditions of this Escrow Agreement. The Escrowed Materials shall be held as a trust fund and shall not be subject to any lien, attachment, trustee process or ...
Escrowed Materials. Within thirty (30) days of Acceptance of Licensed Material, EOL will place in escrow with an independent and qualified escrow agent acceptable to PRN and EOL and at PRN’s cost and expense but contracted by EOL: (i) one (1) copy of the Licensed Material in machine readable format including Source Code; and (ii) one (1) copy of a comprehensive list of all Source Code modules of the Licensed Material. Thereafter, and for so long as this Agreement is in effect, EOL will, within thirty (30) days of release, deposit all Source Code related for Updates to and Upgrades of the Licensed Materials with the escrow agent to ensure that the escrowed Source Code remains current with the latest version and revision of the Licensed Materials generally issued by EOL.
Escrowed Materials. By September 1, 2016, Amyris shall deposit with SciSafe Inc. (the “Escrow Agent”), pursuant to the Escrow Agreement, (1) the Production Strain presently used by Amyris to commercially produce BioFene and (2) the process, including the applicable standard operating procedures (“SOPs”), presently used by Amyris to commercially produce BioFene with such escrowed Production Strain (collectively (1) and (2), as annually updated per the next paragraph, the “Escrowed Materials”). Amyris shall, on or about every June 30, update the Escrowed Materials by replacing the escrowed Production Strain with the Production Strain then being used by Amyris to commercially produce BioFene and replacing the escrowed BioFene production process information with the process, including the applicable SOPs, then used by Amyris to commercially produce BioFene with the newly escrowed Production Strain. Amyris’s obligations to update the Escrowed Materials shall terminate upon the earlier of (i) the date the Escrowed Materials are released to Novvi LLC per the procedures in the Escrow Agreement and (ii) thirty (30) days after the date on which Amyris concludes its BioFene strain development program.
Escrowed Materials. No later than sixty (60) days after the Launch Date, and within thirty (30) days after release of each Update, Orbitz will deliver to DSI, as escrow agent, the following: (a) a copy of the current, fully commented version of the source code of the latest release of the Orbitz Software that Orbitz owns, (b) the available Documentation related thereto, and (c) reproducible binary ---------- *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. masters of the latest release of the Orbitz Software (collectively, "Escrowed Material"). A copy of the Escrow Agreement between Orbitz and DSI related to the Escrowed Materials will be attached hereto as Exhibit H upon execution.
AutoNDA by SimpleDocs
Escrowed Materials 

Related to Escrowed Materials

  • Stored Materials The Department shall not be required to pay for materials stored at the site or stored at other locations absent prior written authorization to do so, which authorization may be withheld at the Department's sole discretion. If the Department expressly agrees to pay for materials stored at the site but not yet incorporated into the Work, the Application for Payment may also include a request for payment of the cost of such materials, if the materials have been delivered to the site, and suitably stored. Such requests shall be documented by appropriate invoices and bills of sale. Payment for stored materials shall be conditioned also on the Design-Builder’s representation that it has inspected the material and found it to be free from defect and otherwise in conformity with this Agreement, and on satisfactory evidence that the materials are insured under the builder’s risk policy. Further, if the Design-Builder requests the Department to allow payments for storage of materials offsite, the Design-Builder shall be required, inter alia, to agree to execution of proper documentation to afford the Department a secured interest in the materials upon payment.

  • Time and Materials If this contract is designated as a Time and Materials contract, invoicing and payment shall be as follows: (a) Consultant shall submit invoices, not more often than once a month during the term of this agreement, based on the cost for work performed in accordance with the Rate Schedule in the Scope of Work and authorized reimbursable expenses incurred prior to the invoice date. Invoices shall contain the following information: (i) Serial identifications of bills, i.e., Xxxx No. 1; (ii) The beginning and ending dates of the billing period; (iii) A summary containing the total contract amount, the amount of prior xxxxxxxx, the total due this period, percentage of work completed, the remaining balance available for all remaining billing periods, and a brief description of work completed during the billing period. (b) City shall make monthly payments, based on such invoices, for satisfactory progress in completion of the Scope of Work, and for authorized reimbursable expenses incurred.

  • Licensed Materials The materials that are the subject of this Agreement are set forth in Appendix A ("Licensed Materials").

  • Instructional Materials A. The Board recognizes that appropriate texts, library reference facilities, maps and globes, laboratory equipment, audio-visual equipment, art supplies, athletic equipment, current periodicals, standard tests and questionnaires, computers, and similar materials are the tools of the teaching profession. B. Efforts shall be continued to seek and use instructional materials which reflect the contribution and presence of diverse ethnic and cultural groups. C. 1. Selection of instructional materials for each school shall be made by a committee of teachers chosen by the faculty within that school.

  • Customer Materials Subject to Section 4(a), all right, title and interest (including all Intellectual Property Rights) in and to the Customer Materials are owned by Customer or Customer’s suppliers.

  • DOCUMENTS AND MATERIALS CONTRACTOR shall maintain and make available to COUNTY for its inspection and use during the term of this Agreement, all Documents and Materials, as defined in Paragraph 9 of this Agreement. CONTRACTOR’s obligations under the preceding sentence shall continue for four

  • Third Party Materials The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third- party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

  • Training Materials Training Materials will be provided for each student. Training Materials may be used only for either (i) the individual student’s reference during Boeing provided training and for review thereafter or (ii) Customer’s provision of training to individuals directly employed by the Customer.

  • Source Code 5.1 Nothing in this XXXX shall give to the User or any other person any right to access or use the Source Code or constitute any licence of the Source Code.

  • Company Materials During the term of this Agreement, the Company agrees to furnish the Manager at its principal office all prospectuses, proxy statements, reports to shareholders, sales literature or other material prepared for distribution to shareholders of the Funds or to the public, which refer to the Manager in any way, prior to use thereof and, not to use such material if the Manager reasonably objects in writing within five business days (or such other time as may be mutually agreed) after receipt thereof. In the event of termination of this Agreement, the Company will continue to furnish to the Manager copies of any of the above-mentioned materials which refer in any way to the Manager. The Company shall furnish or otherwise make available to the Manager such other information relating to the business affairs of the Funds as the Manager at any time, or from time to time, reasonably requests in order to discharge its obligations hereunder.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!