¶¶Òõ¶ÌÊÓƵ

All Countries
Commercial
Source Code Escrow Agreement

Source Code Escrow Agreement Template for Hong Kong

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

4.6 / 5
4.8 / 5

Let's create your Source Code 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:

Source Code Escrow Agreement

"I need a Source Code Escrow Agreement for our financial software licensed to a Hong Kong bank, with basic verification requirements and standard release conditions including insolvency and material breach, to be effective from March 2025."

Celebrated by
Collaborations with
Investors
Document background
The Source Code Escrow Agreement is essential in software licensing relationships where the licensee relies significantly on the licensed software for their operations. This document, structured under Hong Kong law, provides a safety net for licensees while protecting the software owner's intellectual property. It's typically used when a company licenses business-critical software and needs assurance of continued access to source code if specific trigger events occur, such as the software owner's insolvency or breach of maintenance obligations. The agreement details the deposit materials, verification procedures, release conditions, and the escrow agent's duties. It's particularly relevant in Hong Kong's dynamic technology and financial sectors, where business continuity and IP protection are paramount concerns.
Suggested Sections

1. Parties: Identifies the depositor (software owner), beneficiary (licensee), and escrow agent

2. Background: Explains the context of the software license relationship and need for escrow arrangement

3. Definitions: Defines key terms including Deposit Materials, Release Events, Verification Tests

4. Deposit Obligations: Details what materials must be deposited and deposit procedures

5. Verification and Testing: Procedures for verifying completeness and usability of deposited materials

6. Escrow Agent's Duties: Responsibilities of the escrow agent including storage and security measures

7. Release Conditions: Specific events triggering release of source code to beneficiary

8. Release Procedures: Process for requesting and executing release of materials

9. Confidentiality: Obligations regarding confidentiality of deposit materials

10. Fees and Expenses: Payment terms for escrow services and cost allocation

11. Term and Termination: Duration of agreement and termination provisions

12. General Provisions: Standard clauses including governing law, notices, amendments

Optional Sections

1. Multi-Party Provisions: Additional terms for agreements with multiple beneficiaries

2. Dispute Resolution: Specific procedures for resolving disputes, including arbitration provisions

3. Insurance Requirements: Specific insurance obligations for parties, particularly the escrow agent

4. Update Procedures: Detailed procedures for updating deposit materials for new versions

5. Step-In Rights: Provisions allowing beneficiary to maintain/modify source code after release

6. Verification Testing Standards: Detailed technical standards for verification testing

Suggested Schedules

1. Schedule 1 - Deposit Materials: Detailed list of all materials to be deposited including source code, documentation, and build instructions

2. Schedule 2 - Fees Schedule: Detailed breakdown of all fees and payment terms

3. Schedule 3 - Technical Verification Procedures: Step-by-step procedures for verification testing

4. Schedule 4 - Release Request Form: Standard form for requesting release of materials

5. Schedule 5 - Contact Details: Contact information for key personnel from all parties

6. Appendix A - Acceptance Form: Form confirming receipt and acceptance of deposit materials

7. Appendix B - Update Log: Template for recording updates to deposited 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

Information Technology

Software Development

Financial Services

Healthcare Technology

E-commerce

Manufacturing Technology

Telecommunications

Gaming and Entertainment

Enterprise Software

Critical Infrastructure

Relevant Teams

Legal

Information Technology

Procurement

Software Development

Risk Management

Compliance

Information Security

Vendor Management

Intellectual Property

Business Continuity

Relevant Roles

Chief Technology Officer

Head of Legal

Software Licensing Manager

IP Rights Manager

Procurement Manager

IT Director

Chief Information Officer

Software Development Manager

Legal Counsel

Contract Manager

Risk Manager

Business Continuity Manager

Chief Information Security Officer

Technology Procurement Specialist

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

No items found.

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.