Software Source Code Escrow Agreement (Long Form)
A long-form Software Source Code Escrow Agreement that puts source code in escrow with release conditions a licensee can actually invoke when a vendor fails, built for a high-value or heavily negotiated transaction.
Covers termination, transfer, dispute resolution, and the other back-half provisions that short forms skip. The complete protective provision set for a transaction where the downside justifies negotiating every term.
Choose the version you need
- Standard$1,950
- Standard (Customer Side)$2,125
- Standard (Vendor Side)$2,125
- Short Form$1,050
- Long Form$3,100This page
- Long Form (Customer Side)$3,425
- Long Form (Vendor Side)$3,425
- Review and Redline (Customer Side)$1,050
- Review and Redline (Vendor Side)$1,050
- Negotiation and Closing (Customer Side)$3,575
- Negotiation and Closing (Vendor Side)$3,575
Frequently asked questions
The fee covers the complete protective provision set, drafted from your facts, a cover note on the provisions that matter most in your situation, and an editable word file and a clean pdf. It is fixed at this scope: one deposit. 2 rounds of revisions are included. If your matter falls outside that scope we tell you before starting and quote the difference—we do not bill past a flat fee without agreeing it first.
1 to 2 weeks from a complete set of instructions, plus time for the 2 rounds of revisions included in the fee. If you are working to a court deadline or a closing date, tell us when you order and we will confirm in writing whether we can meet it before you commit.
$3,100 is $325/hour × 9.5 hours—the time this deliverable takes in an ordinary software matter, at the firm's standard rate. Because it is a flat fee, the risk of the work running long sits with the firm: you pay $3,100 whether it takes us the estimate or twice it.
2 rounds of revisions are included. You can add more when you order, or later, at $500 per additional round. A round is one consolidated set of your comments and our revised draft back to you.
Third-party costs are never inside a flat fee and are passed through at cost, never marked up: court and agency filing fees, court reporter and transcript charges, expert witness fees, search vendor and e-discovery hosting charges, process server fees, and travel.
The business terms you have agreed so far, the counterparty and which side of the deal you are on, any existing draft, term sheet, or prior agreement, and your risk tolerance on the provisions that matter most to you. Send what you have—if something is missing we will tell you what else we need before the turnaround clock starts.
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