¶¶Òõ¶ÌÊÓƵ

All Countries
Real Estate
IP Escrow Agreement

IP Escrow Agreement Template for Canada

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your IP Escrow Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

IP Escrow Agreement

"I need an IP Escrow Agreement for our SaaS platform's source code, where we're the depositor working with Iron Mountain as the escrow agent, and we need to include special provisions for quarterly code verification and automatic updates for multiple beneficiary licensees."

Celebrated by
Collaborations with
Investors
Document background
An IP Escrow Agreement is a crucial risk management tool in technology transactions and licensing relationships. This document type is particularly relevant when a business relies heavily on third-party software or intellectual property for critical operations. The agreement establishes a secure arrangement where the IP owner deposits source code, documentation, and other proprietary materials with a trusted escrow agent, while the beneficiary gains conditional access rights under specific trigger events such as the owner's bankruptcy, breach of maintenance obligations, or business discontinuation. The agreement, governed by Canadian law, includes comprehensive provisions for material updates, verification procedures, and release mechanisms. This type of agreement is especially vital in SaaS implementations, mission-critical software deployments, and significant technology licensing arrangements where business continuity is paramount.
Suggested Sections

1. Parties: Identifies the three main parties: the depositor (IP owner), the beneficiary, and the escrow agent

2. Background: Explains the context of the agreement, including the relationship between depositor and beneficiary, and the purpose of the escrow arrangement

3. Definitions: Defines key terms used throughout the agreement, including 'Deposit Materials', 'Release Conditions', 'Intellectual Property Rights', etc.

4. Deposit Obligations: Details the depositor's obligations regarding what materials must be deposited, format requirements, and updating procedures

5. Escrow Agent's Duties: Outlines the responsibilities of the escrow agent in maintaining, protecting, and releasing the deposited materials

6. Release Conditions: Specifies the circumstances under which the escrow agent will release the materials to the beneficiary

7. Release Procedures: Details the process for requesting and executing a release of the deposited materials

8. Confidentiality: Establishes confidentiality obligations for all parties regarding the deposited materials

9. Fees and Payments: Specifies the fees payable to the escrow agent and payment terms

10. Term and Termination: Sets out the duration of the agreement and circumstances for termination

11. Warranties and Representations: Contains warranties from all parties regarding their authority and the deposited materials

12. Liability and Indemnification: Establishes liability limitations and indemnification obligations

13. General Provisions: Standard boilerplate clauses including notices, governing law, assignment, etc.

Optional Sections

1. Verification Services: Details the process for technical verification of deposited materials, used when parties require validation of completeness and usability

2. Duplicate Storage: Provisions for maintaining duplicate copies of materials in separate locations, used for highly critical IP

3. International Provisions: Additional provisions for cross-border arrangements, including export controls and international law considerations

4. Security Measures: Specific security protocols for storing and handling materials, used for highly sensitive IP

5. Dispute Resolution: Detailed procedures for resolving disputes, including arbitration provisions, used in high-value or complex arrangements

6. Step-In Rights: Provisions allowing the beneficiary to temporarily access or use the IP under specific circumstances, used in critical business relationships

7. Insurance Requirements: Specific insurance obligations for parties, used when dealing with valuable IP or high-risk scenarios

Suggested Schedules

1. Schedule A - Deposit Materials: Detailed list and description of all materials to be deposited, including format specifications

2. Schedule B - Technical Specifications: Technical requirements for deposit materials, including development environment, compilation instructions, etc.

3. Schedule C - Release Events: Comprehensive list of triggering events that would result in release of materials

4. Schedule D - Verification Procedures: Detailed procedures for verifying the completeness and usability of deposited materials

5. Schedule E - Fee Schedule: Detailed breakdown of all fees and payment terms

6. Schedule F - Contact Information: List of authorized contacts and notice addresses for all parties

7. Appendix 1 - Deposit Form: Standard form for documenting new deposits or updates to existing deposits

8. Appendix 2 - Release Request Form: Standard form for requesting release of materials

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions


































Clauses






























Relevant Industries

Technology

Software Development

Financial Services

Healthcare

Manufacturing

Telecommunications

Government/Public Sector

Gaming and Entertainment

E-commerce

Professional Services

Aerospace and Defense

Automotive

Relevant Teams

Legal

Information Technology

Procurement

Risk Management

Information Security

Software Development

Vendor Management

Intellectual Property

Compliance

Engineering

Relevant Roles

Chief Technology Officer

Legal Counsel

IP Attorney

Software Development Manager

Procurement Manager

Contract Manager

Risk Manager

Information Security Officer

Chief Information Officer

Technology Licensing Manager

VP of Engineering

Chief Legal Officer

Software Architect

Product Manager

Vendor Management Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Cloud Escrow Agreement

A Canadian-law governed agreement establishing escrow arrangements for cloud-based software materials between vendor, customer, and escrow agent.

find out more

IP Escrow Agreement

A Canadian legal agreement where IP assets are held by a neutral third party to protect both the owner's and beneficiary's interests under specified conditions.

find out more

Technology Escrow Agreement

A Canadian-law governed agreement establishing terms for secure third-party storage and conditional release of proprietary technology materials between owner, beneficiary, and escrow agent.

find out more

Escrow Purchase Agreement

A Canadian legal document establishing terms for secure asset purchases through an escrow arrangement, governed by federal and provincial laws.

find out more

Construction Escrow Agreement

A Canadian legal agreement governing the management and disbursement of construction funds held in escrow, ensuring secure and regulated project funding.

find out more

Strict Joint Order Escrow Agreement

A Canadian legal agreement establishing an escrow arrangement requiring joint authorization from all parties for the release of held assets, governed by federal and provincial laws.

find out more

Closing Escrow Agreement

A Canadian-law governed agreement establishing terms for holding and disbursing funds or documents through an escrow agent during transaction closing.

find out more

Third Party Escrow Agreement

A Canadian agreement establishing software source code escrow arrangements between a vendor, customer, and escrow agent to ensure business continuity while protecting intellectual property rights.

find out more

Escrow Release Agreement

A Canadian agreement governing the release of assets or funds from escrow arrangements, specifying conditions and procedures under federal and provincial laws.

find out more

Voluntary Escrow Agreement

A Canadian-law governed agreement establishing terms and conditions for voluntary escrow arrangements, including appointment of escrow agent and management of escrowed assets.

find out more

Data Escrow Agreement

Canadian-law governed agreement establishing terms for third-party data escrow arrangements, ensuring secure storage and conditional release of critical data assets.

find out more

Escrow Agreement To Hold Funds

A Canadian-law governed agreement establishing terms for a third party to hold and manage funds until specified release conditions are met.

find out more

Escrow Waiver Agreement

A Canadian agreement documenting parties' mutual consent to waive escrow services in a transaction, including risk acknowledgments and alternative arrangements.

find out more

Escrow Holdback Agreement

A Canadian legal agreement establishing terms for holding funds in escrow as security, specifying parties' roles and release conditions.

find out more

Source Code Escrow Agreement

A Canadian-law governed agreement establishing source code escrow arrangements between software developer, beneficiary, and escrow agent to ensure business continuity while protecting IP rights.

find out more

Escrow Deposit Agreement

A Canadian-law governed agreement establishing terms for holding and releasing funds or assets in escrow, defining roles and responsibilities of all parties involved.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.

Read our Privacy Policy.