What is software escrow?
Software escrow, also known as “source code escrow”, is a type of escrow which allows the continuous use and control of software.

In order to complete an escrow agreement the supplier is required to supply the source code to EscrowDirect.eu for the duration of the license agreement, support agreement or other agreement.

What is source code escrow?
See the question “What is software escrow?”

Why an escrow?
The escrow – consisting of an escrow agreement, escrow deposit and verification – provides assurance that the continuity of business critical software is guaranteed and intellectual property is protected.

Besides defining the conditions under which the materials are released to the beneficiary, a complete escrow includes the secure storage and verification to demonstrate that the materials supplied are fully usable.

What is an escrow agreement?
The escrow contract is concluded between the supplier, the customer (user) and EscrowDirect.eu. The agreement includes agreements about the materials in the escrow deposit, verification and escrow conditions.

How can I avoid the eventuality I can no longer make/use my software in the absence of my supplier?
Such an emergency can easily be prevented by the timely completion of an escrow. The scheme allows companies and licensees to be sure that the software can be used continuously, even in the event of unforeseen or unexpected situations.

What is a two-party escrow agreement?
Besides the usual three-party escrow agreements, provisions can be made for multiple users in collective escrows. These are known as two party escrow contracts.

EscrowDirect.eu does not offer two party agreements. For more information on two party escrow agreements, please contact Escrow Alliance here.

Who pays the fees to the escrow agent?
EscrowDirect.eu sends the invoice to the supplier or the customer. It is specified on the EscrowDirect.eu order form who the invoice is to be sent to.

Two-party escrow
In a two-party escrow contract the fee is usually paid by the supplier who then passes this on to the end customer/s (user/s) participating in the escrow.

Three-party escrow
The three-party escrow is closed for the benefit of the end user. The fee is mandatory and is either met by the supplier or the beneficiary – who this is paid by is decided between the two during the formation of the agreement.

Why is EscrowDirect.eu different from other escrow agents?
EscrowDirect.eu is the fastest growing provider of SaaS software escrow and escrow. If you choose EscrowDirect.eu as your escrow agent you are choosing a team of reliable professionals. We combine our broad business experience on the cutting edge of ICT and business with extensive knowledge of software and internet development.

Our standard programme includes knowledge of storage, development, testing and verification of software as well as legal knowledge of the escrow contract, which forms the basis of any escrow. We provide the four basic elements necessary for a qualitative software escrow service to deliver.

1 Facilities
Under the terms of the contract eectronic media is to be treated and stored in the correct manner so that it is available the moment it is necessary.

EscrowDirect.eu has modern vaults specially developed for media storage in the Randstad and two other locations in the Netherlands. At the request of our customers we are working with our international partners to obtain escrow storage of source material in local secure facilities.

2 Escrow experience
Our people have years of experience on both the buying and selling side of ICT projects and escrow, and are adept at the conclusion of contracts with suppliers, end customers (users) and lawyers. All of this has been not only for customers in the Netherlands but also for customers throughout the world.

3 Escrow
EscrowDirect.eu aims to deliver the most appealing and professional service in the industry. We strive to give a “same day” response to all requests such as the creation of escrow contracts, terms and any other questions.

4 Escrow contracts
Our escrow agreements provide a flexible structure with respect to design and long-term usability. Depending on the required ‘release land’, there are no proprietary requirements that flexibility in the structure of the Agreement to determine whether separate agreements require.

Where are the materials from the escrow deposit held?
EscrowDirect.eu has modern vaults specially developed for media storage in the Randstad and at two other locations in the Netherlands.

What is a safe media storage?
A safe media storage is a storage facility designed and constructed for the retention and storage of critical materials.

The facilities are designed to resist fire and other extreme external influences without the internal temperature rising significantly. Our safes are monitored through personal access control, passwords and keys.

Why is it important to have a safe storage for media to use when storing escrow materials?
Part of any business continuity plan is software and source code escrow. Often deposited materials are kept in escrow for long periods after the initial deposit is made. Safe storage is essential in the protection of the escrow deposit.

Which digital media can be deposited?

  • FTP
  • Online transfer
  • Email
  • CD-ROM
  • Blue Ray Disc
  • Hard Disk Drives
  • FlashCards
  • USB Drives

Can our business partner (bank, notary or lawyer) act as an escrow agent?
Software escrow is a field which requires specific knowledge. The software industry is a very technical profession and as a result there are four critical factors upon which an escrow agent in this field can be assessed.

  • The escrow contract
  • The storage of the escrow deposit
  • Service and information
  • A neutral third party

Below are a number of specific shortcomings of appointed providers:
Lawyers – In most cases, lawyers have good knowledge of contracts and are certainly a good source of information and support when closing escrow. However, lawyers often do not have appropriate storage facilities and lack required experience in the handling, processing and storage of digital and electronic media.

Notary – A public notary could play a role as an independent third party. However, a notary does not have the experience and knowledge on materials to check for completeness. They also lack the facility to provide a service for an up to date deposit with regard to version updates.

Bank – A bank can serve as an escrow agent for financial transactions. It may be possible for it to perform a software escrow. However, employees in the banking system are not trained in this field. Bank employees lack the specific training in electronic media required by our customers.

What are grounds for escrow deposit release?
Provided there is a valid licence agreement in force, EscrowDirect.eu shall be obliged to release the material to the licensee.

The escrow contracts have 2 grounds for release: bankruptcy and discontinuation of the company.

A contract may contain the following conditions:

  • Bankruptcy of a developer, owner or supplier
  • Discontinuing operations of developer, owner or supplier

Which materials can be placed in an escrow deposit?
Although EscrowDirect.eu specialises in software escrow, various other materials can also be stored. The most common addition to source code in an escrow arrangement is the storage of documentation concerning the development environment (‘build environment’) and (user) instructions for the developer, the source code itself and in some cases the application for review.

It is possible to use other materials which relate to intellectual property in escrow. Examples are:

  • Computer and network hardware and configuration
  • Technical and creative designs
  • Passwords
  • Domain
  • Formulas and algorithms
  • Production planning and processes
  • Customer lists and customer data

We already have a software escrow agent. Can have EscrowDirect.eu take over our agreements under the same conditions?
Yes you can, look at the EscrowDirect.eu agreement and ensure it meets the standards, quality and content of the current agreement. An agreement under EscrowDirect.eu can bring benefits both from our services and commercially attractive rates to both the supplier and end customer (user).
Our transition service ensures that you never get caught without an escrow.

Is EscrowDirect.eu also involved in financial transactions escrow?
No, EscrowDirect.eu specializes in protecting intellectual property. Financial escrow and the term “escrow” is used by financial service transactions, however.
In practice there are a number of internet payment systems that include the term “escrow” in the copy set.

If you have issues with your payment, please contact the following relevant companies, they will be able to help you further.

Are there providers missing from this list? Please contact us at

You can also refer to Escrow.Startpagina.nl for more suppliers of financial escrow.