LOGITAS Escrow Agreement

LOGITAS provides a balanced, flexible and evolutionary tripartite contractual system. It is based on the following bipartite agreements:

The Special Agreement by the Depositor and its licensee (license and/or maintenance agreement, partnership ...),
The LOGITAS Escrow Agreement signed by the Depositor and LOGITAS,
The LOGITAS Escrow Information Subscription Agreement signed by any Beneficiary who seeks it and LOGITAS.

LOGITAS offers a contractual system balanced to protect all parties, customizable to meet particular needs.

The LOGITAS contractual system is based on bipartite agreements:

The Specific Agreement between the Beneficiary and the Depositor (license, partnership...),
An escrow agreement between the Depositor and LOGITAS
A Subscription Agreement between Beneficiaries who want to and LOGITAS.

A single escrow agreement for all customers

The LOGITAS Escrow Agreement is signed by both the Depositor and LOGITAS for a software program or a software suite as a whole for:

All successive versions,
All targets,
All beneficiaries: End Users, software integrator, reseller, partners ...
One year, silently renewable.

The successive deposits shall contain the entire source code including specific End Users development, for all available platforms. In case of a Depositor failure it will be easier to find a proficient trade buyer as the deposited material will be complete and efficient enough to enable him to take the business over and recover the maintenance and development of the software program for all its end users at once.

Trigger event for the Escrow Deposit release

The only trigger event for release of a copy of deposited material is a permanent or temporary maintenance default.

The concern for the End User is maintenance default of Depositor and not any judicial reorganization or bankruptcy. Indeed, a company may be able to assume its maintenance obligations, even when being under a judicial reorganization while, waiting to be taken over.

On the opposite a wealthy company could be expected to default selectively on the deposited software because of the departure of the development team or simply because it decides to cease that specific business which is no longer deemed profitable.

The LOGITAS Escrow Agreement offers its own release procedure as well as the relevant trigger events. It may be used as “Default provision” when added as an exhibit to the Depositor License or Maintenance Agreement.

Specific conditions

It is possible to add some specific provisions to the LOGITAS System by:

Adding specific provisions to the agreement signed by both the Depositor and the Beneficiary. In such a case, LOGITAS shall perform the instructions found in this Special Agreement, in priority over the conditions provided for in this Escrow Agreement and inasmuch as such special conditions can reasonably be performed by LOGITAS,
By setting the LOGITAS Escrow Agreement as a tripartite agreement signed by the Depositor, the Beneficiary and LOGITAS. Such agreement may include the required specific provisions.

Single Deposit, multiple Agreement

Since the LOGITAS Escrow Agreement may receive the software as a whole IT asset, it will protect all End Users as long as the Deposit last and is updated with all versions and specific developments.

However, several Escrow Agreements may be agreed on and signed pertaining to one basic physical deposit. Each Escrow Agreement will be aimed at defining for each beneficiary the specific provisions granted by the Depositor to let them have access to the deposited material, according to what is at stake for them.

In case of a release to an End User, LOGITAS will make a new copy of the deposited material and deliver it personally to the End User. LOGITAS keeps the two original copies of the deposit and this operation can be repeated for all End Users.

Obtain a copy of LOGITAS Escrow Agreement

We would be pleased to send you a copy of our standard Escrow Agreement, please send us an email to request it.