Under the terms of eXact learning solutions' escrow agreement
, the company supplies NCC Group with a copy of the source code for their customers' applications.
Although this test is a slightly more expansive view of the scope of the fiduciary duty than limiting the duty to the terms of the escrow agreement
, it still allows room for an escrow officer to withhold information that may indicate fraud in the transaction.
Response: You raise an excellent point, and we fully agree that there should be language to this effect written into both the licensing agreement and the escrow agreement
Cerys Wyn Davies says problems over source code access can be eased with an escrow agreement
In other circumstances, an escrow agreement
may not be quite as formal.
Simply signing on the dotted line of a technology escrow agreement
does not guarantee adequate protection of a company's assets.
The net proceeds of the Senior Notes offering were funded into a segregated escrow account, pursuant to an escrow agreement
dated as of August 27, 2010 (the "Notes Escrow Agreement
"), among Chemtura, U.
The Companies shall enter into an escrow agreement
(the Escrow Agreement
) which allows for the release of Consideration Shares from escrow over time, when Prophecy shares trading on the TSX reach certain price levels, or in the face of certain major triggering events.
This article will focus on the buyers, or licensees, of software and how they can negotiate the best escrow agreement
, starting at the RFP or "request for proposal" phase.
But organizers learned that if the city and the Burbank-Glendale-Pasadena Airport Authority come to an agreement before the land is sold, the City Council has the power to alter the escrow agreement
to allow an expansion plan.
Contractual provisions which may provide a purchaser with protection include representations and warranties of the seller as to the condition of the property and the former and current use of the property; an agreement by the seller to indemnify the purchaser for environmental conditions or violations of law existing prior to closing; and an escrow agreement
if contamination has been identified but cannot be cleaned up prior to closing.
461(f)(2) did not occur because the escrow agreement
was not signed by the claimant, even though the agreement expressly provided that the claimant was the beneficiary.