A software escrow agreement or technology escrow agreement is a continuity service for business critical software,SaaS application or technology. The basic premise is that an end user (AKA: beneficiary) relies heavily upon a software or SaaS application and needs a way to continue to operate the application even if the software provider (AKA: depositor) should fail or go out of business entirely.
These agreements answer specific questions such as what is to be stored in the software escrow deposit materials, when the deposit materials can be accessed by the beneficiary, what license or permissions a beneficiary has if they receive the deposit materials and much more. The key to a strong software escrow agreement lies in the ability to customize the software escrow agreement to meet the specific needs of each situation.