What is Source Code Escrow?

Source Code Escrow involves depositing the source code of software with a third-party escrow agent. This arrangement is typically requested by the party licensing the software (the licensee / beneficiary) to ensure that if something happened to the licensor / depositor, the software will be maintained.


What is Source Code Escrow?

Source Code Escrow  is a three party agreement between a software developer (the depositor), the end user (beneficiary) and the source code escrow company. The objective of a source code escrow agreement is to provide comfort to the beneficiary that if the software developer is unable or unwilling to support the software, the source code and other critical components such as databases, deployment scripts, and documentation can be released to them.

The source code escrow agreement outlines the responsibilities of all the parties and includes the pre-defined release conditions.

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Saas Continuity Escrow Solutions​


Download Free Source Code Escrow Agreements

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Automate Your Source Code Deposits From Git

What are these release conditions?

The release conditions for a source code escrow agreement usually include (these may be amended):

  • Bankruptcy;
  • Company administration;
  • Discontinuing support or service of the software;
  • Failure to support the software that is licensed to the Beneficiary and then failing to cure a material breach within 10 days of notice;
  • Transfer of IP rights to a third party who does not provide the same level of protection provided for in the escrow agreement.

If a release condition occurs, the beneficiary can apply to the source code escrow company to release the source code and other deposit materials. The depositor has the opportunity to dispute such a release condition and if necessary, the dispute may be moved to arbitration.

What Type of Source Code Escrow Agreement Do You Need ?

We offer a range of free template agreements which provide a good starting position to negotiate a fair source code escrow agreement.

What Is the Source Code Escrow Deposit?

Depositing source code and other deposit materials is a critical component of the source code escrow agreement. As a leading global vendor of source code escrow services, we understand that the process needs to be simple and secure.

We offer our clients two methods to deposit data with us.

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Automatic Deposit From Git

The developer can automatically upload the source code from their Git repository using SSH encryption. This process ensures that The Escrow Company always maintains an up to date version of the source code. We support all popular Gits including GitHub, Bitbucket, GitLab, Azure DevOps (TFS) and more.

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Cloud Deposits

We provide all our customers with a client to securely upload their files via secure FTP to our servers. All the data is encrypted while in transit and at rest. We utilize the power of AWS and Microsoft Azure multiple-region storage to provide source code and data storage within the UK, USA, EU, Australia, Asia and other regions according to our clients’ requirements.

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