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Revisiting the Fundamentals of what is Software Escrow

Published on 23/04/2024

Software escrow is a protective arrangement that serves as a safety net for both software developers and their clients. By involving a neutral third party, SES, to hold source code, data and related documentation created through testing and deployment, this agreement ensures that businesses can continue to use essential software applications, even if the original developer cannot support the software due to unforeseen and pre-agreed circumstances.

The Purpose of Software Escrow

This strategic agreement is crucial for maintaining uninterrupted access to software, safeguarding the end-user's investment, and securing the developer's intellectual property. It's an essential consideration for any business relying on proprietary or critical software applications for their operations.

How Software Escrow Works

1. Agreement Creation

It starts with drafting an escrow agreement that outlines the conditions for releasing the escrow materials, the responsibilities of all parties, and the scope of the materials to be escrowed.

2. Deposit of Materials

The developer deposits the software's source code and documentation into escrow, ensuring that SES Escrow can verify their completeness and currency.

3. Reporting

SES Escrow performs checks on every deposit received to ensure transparency and security on each deposit. This includes:

  • Checksums to confirm the integrity of the materials.
  • Virus Scans to ensure the software is free from malware.
  • Decompressing/Unencrypting to verify the materials are accessible and in a usable state.

A report is generated and sent to all parties to guarantee that the deposited materials meet the agreed-upon standards for security and usability.

4. Validation

SES Escrow may perform validations and deployments to ensure that the deposited materials are operational, confirming that the code supplied builds and deploys into the working application and correspond to the software's current version. 

5. Release Conditions

The agreement specifies conditions under which the escrow materials can be released to the end-user, ensuring they can maintain and update the software independently if necessary.

6. Ensuring Continuity

If release conditions are met, SES Escrow facilitates the secure transfer of materials to the end-user, guaranteeing the software's ongoing usability and in more comprehensive arrangements, SES can deploy or even host the applications with the permission of the Licensor so the Licensee is guaranteed continuity.

The SES Escrow Advantage

With SES Escrow, your software investments are safeguarded through:

  • Secure storage for escrow materials.
  • Detailed validation services.
  • Customisable agreements tailored to specific needs.
  • Expert guidance and support.


Software escrow is an indispensable tool for risk management, ensuring that businesses reliant on critical software applications can maintain continuity, regardless of any challenges that may arise. SES Escrow's commitment to security, reliability, and customer satisfaction makes it the ideal partner for protecting your software investments.

To find out more about Software Escrow and how it can protect you from either Developer or End- user point of view, please contact our Software Escrow specialist Zayn Afsar via email to [email protected]

Zayn Afsar

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