COSUGI Software Escrow Agreement

An escrow service agreement was entered into by and between SirsiDynix, Customers of SirsiDynix User Group Incorporated (COSUGI), and Iron Mountain Intellectual Property Management on April 1, 2011. This agreement provides that SirsiDynix (“Depositor”) provide Iron Mountain with complete and functional copies of all current proprietary technology (“Deposit Material”) and subsequent developments. Iron Mountain will facilitate the creation, management, and enforcement of software or other technology escrow accounts as described in the agreement. This agreement is automatically renewed each year until a) notice is given by both parties consenting to the termination of the agreement, b) COSUGI terminates the agreement c) the agreement is terminated per the terms of the contract or d) Iron Mountain terminates the agreement. The intellectual rights to the software and other technology held in escrow will be given to COSUGI upon the declaration of bankruptcy by SirsiDynix.

 

COSUGI agrees that in such an instance where SirsiDynix declares bankruptcy, the content in escrow will be made available to all SirsiDynix customer user groups, including but not limited to COSA and COSI EMEA. Access to the content will be provided to the current chair or president of each group at that time. It is further agreed upon that COSUGI will provide notification of escrow deposits to the current chair or president of each customer user group within 30 days following the deposit.