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Escrow Clause for NoCode-X Platform Use Policy

This clause outlines the conditions under which Co-Dex.eu BV allows the escrow use of the NoCode-X platform to ensure continuity for its customers in the event that Co-Dex.eu BV can no longer honor its terms and conditions or ceases to exist.

1. Purpose of the Escrow

The escrow arrangement is designed to mitigate the strategic risk associated with choosing a technology solution that may no longer be supported. It ensures that customers of Co-Dex.eu BV can continue to operate their services independently if Co-Dex.eu BV fails to meet its obligations or ceases operations.

2. Activation of the Escrow

The escrow clause is activated under the following conditions:

  • The owner of the platform ceases to exist as a legal entity.
  • The owner of the platform is unable to honor its terms and conditions due to insolvency, bankruptcy, or other forms of business failure.

3. Rights Granted Under the Escrow

  • Customers will receive the runtime environment of the NoCode-X platform, which can be deployed on open-source Kubernetes infrastructure.
  • Customers are granted the right to use the runtime to independently operate and further develop their services that rely on the NoCode-X platform.
  • The escrow does not grant customers the right to resell, distribute, or offer the NoCode-X platform as a service or product to third parties. The right to use is strictly limited to facilitating their own services.

4. Limitations of the Escrow

  • The escrow does not transfer ownership of the NoCode-X platform or its underlying software to the customer.
  • The escrow is limited to ensuring operational continuity for the customer's services and does not permit the commercialization of the NoCode-X platform.

5. Implementation of the Escrow

  • The runtime environment provided under the escrow is designed for easy deployment on Kubernetes, ensuring minimal technical barriers for customers.
  • Customers will be provided with documentation and support to facilitate the transition to independent operation.
  • The escrow clause is an integral part of the licensing agreement between Co-Dex.eu BV and its customers.
  • It is governed by the laws of Belgium, and any disputes arising from the implementation of the escrow will be subject to the exclusive jurisdiction of the courts of Ypres, Belgium.