Kansas Vendor Oriented Source Code Escrow Agreement

State:
Multi-State
Control #:
US-13087BG
Format:
Word; 
Rich Text
Instant download

Description

Source code is the list of human readable instructions that a programmer writes when developing a program. The source code is run through a compler to turn it into machine code, also called object code that a computer can unerstand and execute.

Kansas Vendor Oriented Source Code Escrow Agreement is a legal contract between a software vendor and its customer, primarily aimed at protecting the customer's interests in the event of the vendor's failure to meet contractual obligations. This escrow agreement consists of specific clauses and provisions that ensure access to the source code of software is maintained by the customer, even if the vendor becomes insolvent or fails to provide necessary support. The Kansas Vendor Oriented Source Code Escrow Agreement offers various types to cater to different business requirements. Some types include: 1. Standard Escrow: This type of agreement is designed for standard software licenses, where the source code, along with supporting documentation and related intellectual property, is deposited into the escrow account. The customer gains access to the source code when specified release conditions are triggered, such as the vendor's bankruptcy or failure to provide updates. 2. Technology Escrow: This agreement is more comprehensive and covers not only the source code but also other critical technology components necessary for the software's functionality. It can include hardware configurations, database schema, encryption keys, and other relevant elements to ensure the customer can maintain and operate the software independently. 3. Continuous Build Escrow: This type of escrow agreement involves the depositing of continuous build tools and scripts. It ensures that the customer has access to up-to-date builds, allowing them to replicate the development environment, continue development, or address bug fixes should the vendor be unable to provide support. 4. Limited Escrow: This agreement is tailored for specific modules or components of a software system. It allows for the escrow of only those parts critical for the customer's operation and functionality. This limited escrow agreement saves costs for both the vendor and the customer while ensuring the customer's access to essential components. Kansas Vendor Oriented Source Code Escrow Agreement provides a legal framework to protect the customer's investment in software by safeguarding their ability to maintain, modify, and support the software independently in case of unforeseen circumstances. It offers peace of mind to customers, giving them control over their software assets and reducing the risks associated with vendor dependency.

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FAQ

As an indicator, a Single Beneficiary Software Escrow Agreement for source code including unlimited deposits from Git repos such as GitHub, Bitbucket or GitLab would cost $1,895 / £1,395 per year.

A source code escrow agreement typically instructs the agent to release the source code to the licensee if and when a specified event occurs, such as the licensor becoming insolvent or defaulting on its maintenance obligations under the principal license agreement.

Technology escrow is a service that mitigates the risk of technology acquisition. With an escrow contract, software source code or other IP from the developer is placed in a secure escrow account held by an escrow agenta trusted independent third party.

A software escrow agreement is an agreement consisting of three parties namely, the software developer, the buyer, and the end-user who is also known as the beneficiary and the escrow agent. The escrow agent is the neutral party in this agreement.

Source code escrow is a specialized software protection solution designed to store the source code of a critical software application, ensuring access in case the software's maintenance cannot otherwise be assured, as defined in agreed-upon conditions.

The objective of a software escrow agreement is to provide comfort to the end user that if the software developer is unable or unwilling to support the software, the code can be released to them.

Depending on the situation, the software escrow fees may be borne solely by the developer, the beneficiary, or even split equally between both parties. During the negotiation of the software license agreement, a clause for the inclusion of a software escrow agreement is often included.

Although there are several points of negotiation in these SaaS escrow provisions, providers are more and more frequently accepting the reality of SaaS escrow, including them in their form subscription agreements to appeal to prospective customers wary of business continuity risks.

The objective of a software escrow agreement is to provide comfort to the end user that if the software developer is unable or unwilling to support the software, the code can be released to them. The agreement outlines the responsibilities of all the parties and includes the pre-defined release conditions.

A source code escrow agreement typically instructs the agent to release the source code to the licensee if and when a specified event occurs, such as the licensor becoming insolvent or defaulting on its maintenance obligations under the principal license agreement.

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Kansas Vendor Oriented Source Code Escrow Agreement