The Software Escrow Agreement II Software under Singapore law is essential when organizations depend on mission-critical software applications. This agreement ensures business continuity by providing access to source code and related materials if specific trigger events occur, such as the software provider's insolvency or breach of maintenance obligations. It balances the software owner's need to protect intellectual property with the beneficiary's requirement for business continuity, all within Singapore's sophisticated legal and technological framework.
Escrow Agreement IT Software for Singapore
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Key Requirements PROMPT example:
Escrow Agreement IT Software
"Need a Software Escrow Agreement IT Software for our new banking application, where we are the beneficiary and require strict verification procedures and monthly testing of deposited materials, to be effective from March 2025."
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1. Parties: Identification of escrow agent, software owner/depositor, and beneficiary/licensee
2. Background: Context of the agreement, including reference to main software license agreement
3. Definitions: Key terms including Deposit Materials, Release Events, Verification
4. Deposit Obligations: Requirements and procedures for depositing source code and materials
5. Release Conditions: Specific events triggering release of escrow materials
6. Verification Procedures: Process for verifying completeness and accuracy of deposited materials
7. Confidentiality: Obligations to maintain confidentiality of escrow materials
8. Fees and Payments: Cost structure and payment obligations
9. Term and Termination: Duration and termination conditions
1. Data Protection: PDPA compliance measures for handling personal data in deposited materials
2. Intellectual Property: Additional IP protection measures for complex IP arrangements
3. Insurance: Insurance requirements for parties in high-value software arrangements
4. Step-in Rights: Rights for beneficiary to maintain/modify software when development rights are needed
1. Schedule 1 - Deposit Materials: Detailed list of materials to be deposited
2. Schedule 2 - Verification Tests: Specific tests for verifying deposited materials
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees and payment terms
4. Schedule 4 - Release Request Form: Template for requesting release of materials
5. Schedule 5 - Technical Contact Details: List of technical contacts for all parties
Authors
Relevant legal definitions
Agreement
Beneficiary
Confidential Information
Deposit Materials
Depositor
Documentation
Effective Date
Escrow Agent
Escrow Fee
Intellectual Property Rights
License Agreement
Maintenance Services
Object Code
Parties
Release Events
Release Notice
Source Code
Software
Technical Verification
Term
Third Party Materials
Updates
Verification Period
Verification Testing
Beneficiary
Confidential Information
Deposit Materials
Depositor
Documentation
Effective Date
Escrow Agent
Escrow Fee
Intellectual Property Rights
License Agreement
Maintenance Services
Object Code
Parties
Release Events
Release Notice
Source Code
Software
Technical Verification
Term
Third Party Materials
Updates
Verification Period
Verification Testing
Clauses
Deposit Obligations
Release Conditions
Access Rights
Verification Procedures
Confidentiality
Intellectual Property
Fees and Payment
Warranties and Representations
Indemnification
Term and Termination
Force Majeure
Maintenance and Updates
Technical Requirements
Security Measures
Data Protection
Dispute Resolution
Assignment
Notices
Governing Law
Entire Agreement
Severability
Amendment
Third Party Rights
Survival
Release Conditions
Access Rights
Verification Procedures
Confidentiality
Intellectual Property
Fees and Payment
Warranties and Representations
Indemnification
Term and Termination
Force Majeure
Maintenance and Updates
Technical Requirements
Security Measures
Data Protection
Dispute Resolution
Assignment
Notices
Governing Law
Entire Agreement
Severability
Amendment
Third Party Rights
Survival
Relevant Industries
Relevant Teams
Relevant Roles
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