INDUSTRIAL ESCROW

With the use of partial products, outsourcing, and special machinery, production processes can be very complex. In today's technology driven society companies are increasingly dependent on third party knowledge. This dependence, however, implies risks. If the risks are directly related to core business processes it is crucial to minimize the company's exposure. This can be done through EscrowNow.

Is your core business process dependent on software, an industrial formula or other vital technology that you do not have? If so, EscrowNow Industrial provides custom tailored solutions that insure that the vital information is safe deposited in a way that protects the interests of the owner/supplier of the technological information. In addition, EscrowNow Industrial combines long-term experience with specialized technical services in order to verify the accuracy and completeness of the deposited materials, with an emphasis in the area of source code escrow. Also, EscrowNow Industrial keeps the material up-to-date during the life cycle of the product if any changes are made. This agreement can also be used if you are the owner or supplier of vital know how and your client requires that know how to be safeguarded and available for as long as he needs it. You can meet that requirement without exposing the confidential nature of the material and without limiting any of your proprietary rights.

Deposit of material with EscrowNow implies the transfer by Supplier or Industrial designer of ownership of a medium containing the specifications, building schemes, technical documentation and/or source code of an Industrial Design, System Software, Product or Production Process. EscrowNow Industrial verifies the material, holds it in deposit and, under normal circumstances, does nothing further. However, given certain circumstances occurring (article 5.1 of the Escrow Contract), EscrowNow Industrial is entitled to release the Specifications of the Design, Product or Production Process to a Client under the provisions of an agreement.

In general EscrowNow Industrial offers two types of agreements:

	In case of deposit on behalf of one Client a three party agreement between the Supplier or Industrial Designer, Client and EscrowNow Industrial.
	In case of deposit on behalf of multiple Clients a two party agreement between the Supplier or Industrial Designer and EscrowNow Industrial, a so called Escrow Frame Agreement The terms and conditions of the two party agreement will be transferred into "General Terms of Escrow Supplier / Industrial Designer" which can be provided to interested Clients.

The advantage of having an Escrow Frame Arrangement is that there is no need to make a new escrow agreement with each and every new client. One escrow agreement is set up between EscrowNow Industrial and Supplier or Industrial Designer, underwhich an unlimited number of Products on behalf of an unlimited number of Clients can be deposited.