Does it matter where the source code is stored?
Yes. Absolutely. Where the source code is located is paramount. If a triggering event occurs, the software customer will want to be able to access the source code quickly, without having to endure lengthy legal proceedings and jurisdictional disputes. This will minimize business interruptions. George Takach, author of Contracting for Computers, 2nd Ed. states that: "A Canadian user of software developed in the U.S. should insist that the escrow be deposited in the city where the user is located".
What laws are your agreements based on?
Our agreements are based on Ontario laws and are intended to be enforced in Ontario courts.
Are fees based on US or Canadian dollars?
Our fees are in Canadian dollars. We make it that much easier for you- no conversion from US dollars necessary! Our rates are among the very best in the business.
Can my lawyer act as an escrow agent?
We strongly advise against it. An escrow agent should be a neutral third party, like SCEC that administers the escrow for the benefit of both the licensee and developer. The problem with a lawyer (one who has acted for their the software developer or the software customer) acting as your escrow agent is that there may be a conflict of interest. Of course, a third party law firm could act as your escrow agent, but source code escrow may not be their specialty. You are better off using an escrow agent who focuses solely on source code escrow. And that’s where SCEC comes in.
What factors should I look for in an escrow agent?
In addition to convenience of location and ability to act for the benefit of both the user and developer, knowledge and experience are key. SCEC was founded by lawyers who in their day-to-day corporate commercial practices recognized the need for a Toronto-based escrow agent who can negotiate and execute an escrow agreement quickly. As a result SCEC is able to respond promptly and knowledgeably to any issues which arise, legal or otherwise, in connection with the escrow agreement.
