Source code, SaaS & technology escrowTechnical verificationIP services
When software is a material asset in a transaction, its value depends on whether it survives a lost founder or a failed integration. Escrow keeps the asset preserved, transferable, and recoverable, set up on the deal's timeline.
Acquirer, investor, or lender: the interest differs, the risk is the same. The value sits in software that might not be recoverable when it matters.
You're buying software that may not survive a lost founder or an undocumented build. Escrow keeps it recoverable through the close and after.
Make software protection a term of the financing, so the portfolio company's software stays recoverable if the company stumbles.
Taking IP as collateral? Escrow makes the asset defensible and recoverable if the borrower defaults, so it is worth something in a workout.
Escrow that arrives after the closing date protects nothing. Most agreements move from intro to signature in under two weeks, transaction-grade speed for diligence.
We scope the deposit to what recovery actually needs: source code, build environment, dependencies, and the documentation to stand it up.
We draft the escrow agreement around your deal structure and the release conditions your interest requires, working with transaction counsel. See software escrow agreements →
It is signed and the deposit is in before the closing date, so the protection exists when the deal does.
Illustrative escrow language for an IP-collateral structure, not legal advice. Yours is drafted to your transaction and its security documents.
The release ties to your Security Agreement, not a generic trigger, so it protects the secured party's actual interest. EscrowTech drafts and administers the escrow agreement only. It does not adjudicate the foreclosure or decide the underlying deal.
Deposits are held in two physical, US-based vaults, one inside a granite mountain, monitored around the clock. The provider has to satisfy the people who approve the deal, and EscrowTech is the one their legal teams already recognize.
The questions M&A teams, investors, and lenders ask most often.
Software escrow in M&A and financing places the source code and everything needed to rebuild the software with a neutral third party. When the software is a material asset in the deal, escrow keeps it recoverable if the founder, the team, or the vendor is no longer there to run it.
The materials sit with EscrowTech, not with any party to the deal, and are released only on the conditions written into the agreement. If the company behind the software fails or a key person leaves, the acquirer, investor, or lender can still recover and run what they paid for.
Three. In an acquisition, the code is the asset you are buying. In an investment round, escrow is a condition that protects the portfolio company's software. In lending, it makes IP collateral defensible if the borrower defaults. One structure, drafted to each.
Most agreements move from intro to signature in about two weeks, so the escrow is in place before the closing date rather than after it. Escrow being the slow part of a deal is usually a provider problem, not an escrow problem.
Verification proves the deposit would actually rebuild and run, from a file listing up to a full build and comparison. It is a menu of options matched to the deal's risk. EscrowTech does not compile or run every deposit by default; the top of the ladder is never standard or automatic.
The agreement can stay in force for as long as the asset matters. After the deal closes, escrow keeps protecting the buyer, the investor's portfolio company, or the lender's collateral, and it can be re-verified as the software changes.
EscrowTech holds the deposit as a neutral third party and administers the escrow agreement only. It does not take a side, and it does not decide the underlying deal or dispute; it acts on the notice and evidence the agreement requires.
Transaction escrow is priced to the structure and how far you verify, not a flat rate. Tell us the deal type and what the software is worth to it, and you will know what you are committing to before you begin.
Tell us about the transaction and what the software asset is worth to it. We'll structure the escrow to close on time.
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