“MB-Min” Escrow: Multiple
Beneficiaries – Minimum Service


A Service Company



Use this type of escrow if there are many Beneficiaries and Owner desires to eliminate the need and expense of a separate registration process for each Beneficiary. It is a very low cost alternative to a full service escrow.

This type of escrow is similar to the “MB” Escrow previously described, but the Beneficiary Registration Form is not used. To register its licensees, Owner simply submits a list of Beneficiaries to EscrowTech. Owner can add or delete Beneficiaries by submitting a new List of Beneficiaries to EscrowTech. The new list will replace all previous lists. The List of Beneficiaries may include as many Beneficiaries as Owner desires to list. There is no additional charge. Beneficiaries are at risk of being removed from the Escrow, i.e., they might not be included by Owner on the next List of Beneficiaries.

The Release Condition and Permitted Use are specified in the Escrow Agreement and are the same for all Beneficiaries. [Note: In the other “Multiple Beneficiaries” escrows, the Release Condition and Permitted Use can be written differently for each Beneficiary.] If the Release Condition occurs, then each Beneficiary on the then-current List of Beneficiaries will be entitled to receive a copy of the Deposit Materials.


Beneficiaries are not parties to the Escrow Agreement and will not receive notices when new Deposit Materials (“Updates”) are deposited into the escrow. A legally sophisticated Beneficiary may not view this as adequate protection, but it is far better than no escrow protection and may be the most practical solution for widely licensed, low cost software.

There is also a “MB-Min-SP” escrow which is the same as the “MB-Min” escrow described above, except that Deposit Materials are deposited and held separately for each product relevant to the escrow. The List of Beneficiaries will indicate which products are licensed to each Beneficiary (the “registered products”). In the event of a release of Deposit Materials to a Beneficiary, the Beneficiary will only be entitled to receive a copy of the Deposit Materials corresponding to the products registered to it.


Standard Inspection of Deposit Materials

All escrows include a “standard inspection” of Deposit Materials at no extra cost.

Each time Owner submits Deposit Materials to EscrowTech, Owner provides a Deposit Inventory Form with the Deposit Materials. The Deposit Inventory Form is signed by a representative of Owner and is Owner’s representation to Beneficiary and EscrowTech that the tangible media (e.g., CD ROMs, magnetic tapes, etc.) containing the Deposit Materials do in fact contain the Deposit Materials described or identified on the Deposit Inventory Form.

EscrowTech will send to Owner and Beneficiary a written confirmation that the Deposit Materials have been received. This confirmation will be accompanied by a copy of the Deposit Inventory Form.

EscrowTech conducts a Physical Audit of the Deposit Materials which consists of reviewing the Deposit Inventory Form and visually checking the tangible media containing the Deposit Materials for any discoverable discrepancy with the form. A discovered discrepancy will be reported in writing to both the Owner and the Beneficiary. This does not include an examination of the code or other content of the tangible media. Examination of content is technical verification and is not included in the escrow fees.

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