Software Escrow means deposit of the source code of mission critical software into an account held by a third party, an escrow agent. Software Escrow is typically requested by one party, who is licensing software (the licensee), to ensure the maintenance of the software. The software source code is released to the licensee if the other party (the licensor) files for bankruptcy or otherwise fails to maintain and update the software as promised in the software license agreement.
FGE is acting as a neutral institution and trustee for software vendors and large IT end user accounts in the area of source code depositing to save investments into expensive software and to make sure that the continuity of mission critical software processes in large companies can be granted any time.
FGE checks whether the material as agreed upon in the escrow contract is present and readable. These validations are made both on inititial deposits and on following deposit updates. Once a year the licensor is requested to deposit the latest version of the product.
First German Escrow stands out from other escrow agents because it does not only focus on full verified deposits, but as well looks out for the needs of various licensors, who do not wish to lay out all of their "top secrets" to an escrow agent. FGE offers the solution.
The release of the deposit does not always mean that you are entitled to use it. FGE has more than 17 years experience and the required legal skills to draw up a contract that works. The deposit can also be of prime importance as a legal evidence in copyright issues.
FGE acts as a neutral party - without bias towards on of the parties. We work under the conditions agreed upon by all parties signing the escrow contract. Our business and reputation would be without success if we failed in this area. This is one of the reasons why it is not recommended that attorneys act as an escrow agent - with the obvious conflict of interest. Another reason is that attorneys do not verifiy the material and would store an unverified media, perhaps containing unusable material. A notary is forbidden to do so. FGE advises you on the best set-up on a tailor-made escrow agreement and verify the material and store it safely, not in the cloud, but physically at a safe place. FGE will never use or sell deposited material.
Some licensors may hesitate to establish an escrow account for fear that escrow negotiations would only lengthen and complicate the sales process, which is in most cases not even short. However, licensors that offer escrow protection to their customers up-front may actually help their own cause! By offering escrow as a value-added service to their licensees, licensors can quickly move away licensee`s concerns about sustaining technical support or other concerns. Another advantage for the licensor is that he can rest assured that the expertise he has built up is not lost, if an employee leaves. A complete, documented set of his material is always available to fall back on, if an escrow deposit has been installed.
Next question is what happens, if the escrow agreement is moot ( in discussion, esp. of a hypothetical legal case) and the licensee can be blocked from gaining access to the source code, if the licensor objects to the release request. Because of its neutrality FGE do allow for licensors to oppose a licensee`s release request. But this does not force the licensee into lengthy court proceedings before gaining access to the code. A low-cost, quick and decisive alternative to the courts is mediation and afterwards arbitration. As soon as FGE receives contrary instructions from the licensor not to release the escrowed material, parties of the agreement are notified, that there is a dispute to be solved by mediation and arbitration.
A verification on a basis level ( level I) is done for each and
every deposit escrowed with FGE. This
verification is generally performed in-house of FGE. Cost for this level of
verification can be included
in the yearly
First German Escrow was founded by long experienced international Account Manager Norbert Ritz, who worked for a leading escrow agent in Europe, Escrow Europe. The manager has more than sixteen (17) years of experience in this global software & technology escrow market. He was the "first" software escrow agent in Germany, starting in March 2000 in Düsseldorf. You should choose FGE in "first" instance when source code escrow is needed. Be at any business you run, he can offer you protection in all cases in which you depend on the know-how of a third party for the supply of your own products or services. You can be honestly certain.
Norbert Ritz closes escrow contracts for many key players of industry, banks, insurance, telecom & car companies.
fluent English and sales skills
Source Code Escrow is the main service offered by FGE. The relationsship between the licensor and licensee strengthens when an escrow agreement is signed. It symbolizes the licensor`s commitment to the licensee`s need for uninterrupted support.This gives everybody a considerable peace of mind. FGE becomes activ, if deposits or updates are missing or if parameters have changed and the fruit of the deposit is in danger.
Beside Source Code Escrow FGE offers Industrial and Investor Escrow.
Investor Escrow is used where a financial investor (
person, bank or venture capitalist) of software development is
in need of collateral security, even if company stocks are in
his hands. That security must necessarily be the ownership of
the software product in form of the source code, if a release
ground occurs under the escrow agreement. The parties can make
their amendments to the formal escrow agreement which tailor the
contract to the combined needs of the investor and licensor.
When both the investor and licensor have agreed on the escrow contract, they both sign and send it to FGE for signature. The licensor makes its deposits on a regular basis during product development and couriers it to FGE. We immediately mail a confirmation of receipt notice to the parties. The parties decide how often new releases must be deposited under escrow.
Many business processes are depending on embedded software, software integrated technologies, on electronical developments, industrial formulas, telematik, control units, black-boxes, state-of-the-art tools or other vital know-how, which are not in the hands of the customer or licencee, but in the secret hands of the electronic supplier or licensor. FGE offers an Industrial Escrow solution in depositing that critical know-how without harming the financial and legal interests of the supplier. Before storing FGE will verify the material and afterwords will hold it in deposit. If certain circumstances such as bankruptcy or failing support of the supplier occurr, FGE is allowed to release that critical know-how to the hands of the customer under the terms of an escrow agreement. The intellectual property rights of the products or vital know-how will remain with the electronic supplier or industrial licensor.
We have flexible pricing options that hopefully caters your need. We make you more competitive for your money.
Hundreds of clients in more than 17 years. FGE sends you a list on request.