USA Software Escrow Agreement

Place software in escrow with this comprehensive Software Escrow Agreement for USA software developers.

• The escrow is being set up in connection with software licence and maintenance agreements between the developer and a customer (licensee) who requires uninterrupted availability of the source code as an essential element of its business.
• The developer will deposit the source code, documentation and related materials with the escrow agent following development, and will deposit upgrades to the software each time modifications are made.
• The escrow agent will hold the materials in escrow until such time as it is instructed to release them in accordance with the agreement.
• The developer remains the owner of all escrowed materials. The licensee's interest is limited to that of a licensee only.
• The developer and the customer both indemnify the escrow agent against all liability, damages or costs arising from its acting as escrow agent.

This USA Software Escrow Agreement is provided in MS Word format, and is fully editable to fit your specific circumstances.