[Note: To be included if Escrow Material is proposed by Project Co.]
(a) (Initial deposit of Escrow Material): Within 90 days after Financial Close, Project Co must procure that the Escrow Material then in existence is deposited with the IP Escrow Agent on the terms of the IP Escrow Deed.
(b) (Regular deposit of Escrow Material): Within 20 Business Days after the end of each Quarter during the Term, Project Co must deposit a copy of all Escrow Material that has been created during that Quarter with the IP Escrow Agent in accordance with the IP Escrow Deed.
(c) (Release of Escrow Material): The State will be entitled, at Project Co's cost, to be provided with the Escrow Material pursuant to the IP Escrow Deed if an Escrow Release Event occurs.
(d) (Escrow Material audit): The State may, at its cost, Quarterly during the Term, have an auditor review, analyse and conduct tests on a confidential basis in relation to the Escrow Material maintained with the IP Escrow Agent for the purpose of verifying that Project Co is complying with sections 2.6(a) and 2.6(b).
(e) (Licensed Intellectual Property): Intellectual Property Rights comprised in any material which the State is entitled to be provided with on the occurrence of an Escrow Release Event will be Licensed Intellectual Property.