Source Code Escrow: An Exercise in Futility?

Jonathan Mezrich argues that as businesses become more dependent upon computer software, they will also seek a means of protection for their investment in the software they purchase. Currently, a popular means of protection is through source code escrow. However, despite the current popularity of escrow accounts, Mr. Mezrich writes that these mechanisms may in fact not actually be necessary. He focuses on several key points that demonstrate this point including the life of the protected software, infrequency of escrow releases, and the move to open source applications.

He also examines deficiencies of confidentiality, limited liability and indemnity as they relate to the agents providing the service. Mr. Mezrich concludes by stating that at the very least a "buyer beware" attitude should be taken by perspective purchasers of escrow services.