How do I know if my deposit materials are accurate?
Upon receipt of the “Deposit Materials”, most trusted, neutral-third party providers of Technology Escrow Services will issue to both the Technology Vendor and Beneficiary a receipt for the initial deposit and for each subsequent deposit. It is important to note that such receipt verifies a delivery to the Escrow Agent, but not a verification of the contents of the initial “Deposit Materials” and/or for each subsequent deposit. Most Escrow Providers will stipulate that they are not responsible for any inability by the Beneficiary, the Technology Vendor, or any third-party to successfully utilize the Deposit Materials.
What if the Beneficiary wants to have the “Deposit Materials” verified/certified?
Most trusted third-party providers of Technology Escrow Services will have language defined in their template Agreement that will address this request.
Sample language within an Escrow Agreement regarding the “verification of a deposit” follows:
- Upon request of the BENEFICIARY, the TECHNOLOGY VENDOR must verify and certify that the Deposit Materials deposited accurately and completely comprise the Source Code and related documentation needed to support the current version(s) of the Software.
- The BENEFICIARY shall be entitled to observe and inspect the results of such verification.
Language similar to the above permits the Beneficiary to have the “Deposit Materials” verified, but done so by the Technology Vendor (in an effort to protect the interests of the Technology Vendor). A Technology Vendor and a Beneficiary may negotiate the number of times that the “Deposit Materials” can be verified in a calendar year, as well as any fees associated with conducting such verification.
National Software Escrow, Inc.
8225 Brecksville Road, Building Three, Suite #105 Brecksville, OH 44141
PHONE: (440) 546-9750 FAX: (440) 546-0207
National Software Escrow, Inc. is the leading provider of software escrow and source code escrow and provides verification of your deposited materials