For extra peace of mind we offer escrow agreements for core items of software. If our products are crucial to your business, then an escrow agreement provides insurance against unexpected events.
So how does it work? Well every time we produce a significant update to the software then we make a copy of the source code and build system and send it off to our escrow agents. They validate the copy and then lock it away in their secure storage facility.
This way there is always a copy of the current version of the software with a third party.
The process of keeping the escrow agents updated is something we are contracted to do. It is something we commit to and indeed we have a legal obligation to provide the source code for each major update.
When you sign an escrow agreement with us you actually sign a tripartite agreement between you, us and the escrow agent. The escrow agent is the man-in-the-middle who takes care of the source code.
Most of the time the agreement simply obliges us to keep the escrow agents updated with the software. However if certain trigger events occur, then you have the right to demand the source code from the escrow agent.
The kind of trigger events that would allow you access to the source code would be insolvency, vendor liquidation, bankruptcy, or failure to maintain the escrow source code.
So suppose you call us one day only to find that there has been an earthquake and we've all fallen into the sea. Obviously this would be very unfortunate for us, but at least you would still have access to the source code for the software.
We partner with Total Escrow Solutions PLC who are an established and reputable escrow specialists.
For details of our agreements please feel welcome to download our escrow contract...
Can I change the agreement?
By all means send our standard agreement to your legal advisors. Your advisors are going to be perfect to advise you on the relative merits and amounts of coverage that you will be getting.
However lawyers do like to change things. You need to be aware that we offer a standard product at a standard price. If you change the product then the price will change and typically, the kinds of small changes that lawyers like to make are very expensive.
In the event that the standard product does not cover you in the way you want, then please contact us with details of what you require. We will give you an idea of the kind of extra cost you should be expecting. However you should be thinking at least twice the standard rate.
What's all this UK law? Why can't I have a US law contract?
When we were looking for a suitable escrow agent to partner with we talked to lots of people in different countries. We looked at lots of agreements written for different legal systems.
Most of the larger escrow agents offered contracts under either US or UK law depending on preference. The interesting thing about them was that, for whatever reason, the UK law agreements were both cheaper and offered greater protection.
As a result we have a indemnity clause in our contract that offers up to £3,000,000 liability cover (approximately $5,000,000). We also have a whole host of minor concessions that were totally unacceptable under a US contract. If we had to offer a US law equivalent the price would have been significantly greater for significantly less coverage.
As one might expect from countries that share a common heritage, US and UK contract law is not very different. Talk to your legal advisor and they will confirm this for you.
I want this. What do I have to do?
Go to our purchase page and purchase the ABCpdf Escrow or ImageGlue Escrow product. Then download and fill in and the Fourth Schedule of the contract. Fax the Fourth Schedule to Total Escrow Solutions. Total Escrow Solutions will confirm purchase with us and send you a completed copy of the contract.
Total Escrow Solutions PLC contact details can be found here...
Please do not change the Fourth Schedule in any way other than to fill in your details. Any changes must be agreed and confirmed in writing with both us and Total Escrow Solutions, prior to purchase. As such any unilateral changes will invalidate your rights.
Please be aware that this product is based on an annual subscription and you must provide at least 60 days notice if you wish to cancel.