![Software Escrow Services NCC Group Inc. 1731 Technology Drive Suite 880 San Jose, CA 95110 www.nccgroup.us Phillip Omole Escrow Account Executive Phone: (408) 667 6768 Email: [email_address]](https://image.slidesharecdn.com/nccgroupsoftwareescrowservices-13293528560426-phpapp01-120215184236-phpapp01/85/NCC-Group-Software-Escrow-Services-7-320.jpg)
NCC Group Software Escrow Services
- 1. What is Software Escrow? A means to access source code materials in the event of loss of functionality and support of a critical application Source code and support materials are deposited with a trusted neutral third party (i.e. NCC Group, Inc) Escrow materials are updated over time to ensure that what’s in escrow matches the same version licensees are using onsite Escrow agreement, signed by licensor, licensee and NCC Group, determines what constitutes a possible release event, such as: Filing for bankruptcy Default on support, as defined in license agreement
- 2. Benefits of Software Escrow With a software escrow agreement in place, licensees can manage their risks when licensing business critical software applications It is the only solution that protects the software developer’s intellectual property (usually source code) and allows a licensee to gain access to that IP so that the licensee can protect its investment and continue operations that rely on the technology Reasons why it works: Developer can provide service without revealing its trade secrets Licensee can feel safe investing money and resources on an application, regardless of developer’s size or longevity, or changes in business climate (i.e., developer is acquired by company that no longer wants to support application) Provides licensee with leverage after license agreement is signed – helping to ensure proper levels of support going forward Gives licensee ability to maintain application in-house indefinitely or gives licensee the luxury of taking its time until a replacement technology can be identified and implemented with a new vendor If developer defaults on support but reorganizes, customers can still use application until new company can step in again to support the application
- 3. When is Software Escrow Needed? Not every time a company licenses software does it need software escrow protection – it depends on many factors: Does the software support a business critical process such as sales order processing, customer relationship management, invoicing or payroll? Has the application been customized for your business, or is it standard? Would your business still be able to function effectively if the application suddenly became unavailable? Would revenues be affected if the application stopped running properly? Do a lot of employees use the application, was there a considerable amount of training required, or was its implementation complicated and costly? Does the software license cost over $100,000? Would the software be difficult to replace (very few vendors offer a similar solution)? If answers to any of the questions above are “ Yes ,” then software escrow protection should be seriously considered
- 4. Effective Software Escrow Protection Includes Technically Verifying the Escrow Deposit Setting up a software escrow account as protection against losing functionality and support is important, but for particularly critical applications or for higher levels of protection, testing the completeness of the escrow deposit materials is required NCC Group provides a valuable service called Technical Verification in which, as the neutral third party, NCC Group tests the functionality of the source code materials to ensure that – should there ever be a release of the escrow materials – the escrow deposit is complete and will compile into a working application NCC Group can perform the Technical Verification at the software developer’s site or in our own labs Deliverable is confirmation of a successful build of the deposit materials, and a user’s manual that provides the licensee everything it needs to know to get the application up and running at its site – significantly shortening ramp-up time
- 5. Other services NCC Group provides other services to help protect technology investments: Active Escrow Repository – One of the key elements of any software escrow arrangement is ensuring that the escrow deposit remains current. With NCC Group’s Active Escrow Repository, which links up with a software developer’s version control system or development environment, escrow deposits are updated securely and in real-time. In addition, monthly reports are generated that show in detail what and how much code has changed, who changed it and other important information to give the licensee a clear understanding of what comprises the escrow deposit, as well as providing the licensee with a tool to help manage its relationship with the developer. The monthly reports do not contain any proprietary information. Secure Inspection Portal - This services a llows companies to securely review a developer's confidential work without compromising the source code to unauthorized use. Users have the ability to view, inspect, and validate source code without modifying or replicating it, thereby ensuring IP loss risk mitigation. Multiple parties can review code simultaneously, encouraging a flexible workforce while reducing project resource costs.
- 6. Why NCC Group? NCC Group is a publicly traded company and the largest software escrow provider, with over 45,000 clients worldwide – including 93 of the Fortune 100. We have been providing software escrow and testing services for almost 30 years and we have offices in the U.S., the UK, the Netherlands, and Germany. While success a good indicator, it doesn’t tell the whole story. We have become the industry leader because we also offer the following as standard services with every escrow agreement: Quick turnaround & flexibility. Because of our experience and our focus on customer service, we can review and approve a contract within 24 hours in most cases, and we are flexible on contract terms. This can be critical if the software license deal can’t move forward until the escrow is set up. Built-in escrow deposit testing at no extra charge. We are the only company that as a standard service actually opens up the media of the escrow deposit materials we receive to perform a thorough test of the integrity of the deposit materials that includes: a virus check, an encryption and password check, a test to determine that the deposit contains source code, an examination of source code files to identify features that aid readability (i.e., files are present that would indicate there are instructions on how to run the software), and test to confirm that we can access all of the files. This gives greater assurance to the licensee that the deposit is complete and useful in the event of a release, and it affirms for the developer that it has met its obligations. Electronic deposits. We have designed a secure system that allows our customers to encrypt and upload their escrow deposits to our secure servers. Online Account Information. NCC Group's Escrow Live service allows for clients to view their escrow account information online. Software developers can make deposits electronically and see who is enrolled on the account as beneficiaries. All parties can see what has been deposited in their escrow accounts and dates when we received those materials, as well as copies of our Integrity Test reports. Paying parties can view invoice information. Vaulting services. Source code deposit materials are stored in our own vaults specifically designed for preserving electronic media. They are temperature-controlled, guarded, and have high-end fire protection systems. Deposit updates. At no extra charge, we accept unlimited deposit updates for the life of the agreement.
- 7. Software Escrow Services NCC Group Inc. 1731 Technology Drive Suite 880 San Jose, CA 95110 www.nccgroup.us Phillip Omole Escrow Account Executive Phone: (408) 667 6768 Email: [email_address]