Technology Escrow Agreement definition

Technology Escrow Agreement has the meaning ascribed to it in the Services Agreement.

Technology Escrow Agreement shall have the meaning set forth in Section 20.3.

Technology Escrow Agreement means the Technology Escrow Agreement among the Stockholder, Parent and the Technology Escrow Agent to be entered into at Closing reflecting and consistent with the Technology Escrow Agreement Term Sheet attached hereto as Exhibit 1.1(a)(F) and such other terms and conditions as the Parent and Stockholder mutually agree.

Examples of Technology Escrow Agreement in a sentence

• To the extent that Service Provider Software and Service Provider Works placed in technology escrow in accordance with Section 6.1(b) and Section 20.3, is released pursuant to a release condition in Exhibit C of the Technology Escrow Agreement, Customer may use such Service Provider Software to the extent permitted by Exhibit C of the Technology Escrow Agreement.

• The use of all software and related proprietary rights of Contractor upon termination of Contract by reason of a material default by Contractor, shall be governed exclusively by the terms of the Technology Escrow Agreement in the form of Exhibit C and Software License Agreement in the form of Exhibit D hereto.

• Upon the Closing and except as set forth in the Technology Escrow Agreement and the License Agreement, no Person other than the Buyer will possess any current or contingent rights to any source code that is part of the Owned Intellectual Property.

• Upon VAR's execution of the instrument enrolling VAR as a party to the Technology Escrow Agreement attached as Exhibit G, VAR shall be entitled to receive a copy of the escrowed source code and documentation from the escrow agent in the event Forte becomes insolvent, is a party to a bankruptcy filing, ceases business operations generally or ceases to make available maintenance or support services for the then-current version of the licensed Product.

• Forte represents that it has deposited with an escrow agent copies of the source code and reasonable technical documentation for all the most recent versions of the Products licensed under the Agreement, pursuant to a Technology Escrow Agreement with such escrow agent, a copy of which has been provided to VAR.

More Definitions of Technology Escrow Agreement

Technology Escrow Agreement. The Technology Escrow Agreement dated as of the Common Agreement Date among the Sponsor, Escrow Associates, Inc. and the Borrower.

Technology Escrow Agreement. The term "Technology Escrow Agreement" has the meaning set forth in Section 5.3.

Technology Escrow Agreement has the meaning set out in Clause 5.3.1. “Technology Escrow Report” has the meaning set out in Clause 5.3.1(ii). “Thermax SPX JV” has the meaning set out in Recital (A) of this Agreement. “Thermax SPX JV Shares” has the meaning set out in Recital (B) of this Agreement. “Third Party Claim” has the meaning set out in Clause 12.7.4. “Threatened Drawing” has the meaning set out in Clause 5.2.5. “Transaction Insurance” has the meaning set out in Clause 10.1. ”VAT” means within the European Union such Tax as may be levied in accordance with (but subject to derogations from) the Directive 2006/112/EC (as amended from time to time) and outside the European Union any taxation levied by reference to added value or sales. “writing” or “Writing” includes communication made by mail, facsimile or email, except where a stricter form (e.g. notarisation) is required under applicable law or where otherwise provided in this Agreement. “Working Capital” means the consolidated amount of the assets and liabilities of the Group Companies as set out in Schedule 6.4 (including in Annex 1 an illustrative example as of 1 October 2016); “Wuxi AIC” has the meaning set out in Clause 16.1.1. “Wuxi MOC” has the meaning set out in Clause 16.1.1. * * * * /// 63

Technology Escrow Agreement has the meaning set forth in Section 14.3.

Technology Escrow Agreement has the meaning set out in Clause 5.3.1.

Technology Escrow Agreement means an escrow agreement pertaining to the Manufacturing Information that shall be established by the parties pursuant to Section 10.3.

Technology Escrow Agreement has the meaning set forth in the Recitals hereto.