Escrow

Source Code Escrow Agreement

Foy Inc is one of the world’s oldest software companies, having been in business since 1978. And with a solid customer base of some of the world’s leading extrusion companies, we plan to be around for decades to come.

However, we recognize that some customers may want the added security of knowing they could receive the EPICS source code in unforeseen circumstances. Therefore, Foy Inc has contracted with an escrow services company to hold copies of the EPICS source code. EPICS licensees may choose to be named as a beneficiary to this contract. Beneficiaries are entitled to receive the EPICS source code in cases noted below.

Foy Inc has executed a Simplified Administration For Escrow (SAFE) agreement with DSI Technology Escrow Services, an Iron Mountain Company (NYSE:IRM). Iron Mountain is the world’s largest provider of intellectual property protection services, specializing in technology escrow. Iron Mountain has more than 40,000 clients worldwide, including two-thirds of the Fortune 500.

A description of the Iron Mountain Software Escrow Service can be examined at http://www.ironmountain.com/tech-escrow/software-escrow.html. The pertinent section reads:
If the developer is not able to support its product in the future—whether due to a bankruptcy, an end-of-life announcement or a merger, acquisition or strategic partnership—licensees contact us to request a release. We then contact the licensor, and if the release conditions are satisfied the source code is released. This scenario is often referred to as a traditional, on-premises software delivery model, and it provides licensees with peace of mind in knowing that even if the licensor’s circumstances change, their software’s source code will be accessible to facilitate recreating, maintaining and supporting related applications going forward.

The Deposit Material that Foy has filed with DSI consists of a library containing the EPICS source code, along with instructions on how to compile the code to generate the EPICS executable program. For each beneficiary, we have also filed a library containing the source for the custom code that generates the unique EPICSLICENSE.DLL. Both of these digital libraries are updated on a regular basis.

Beneficiaries will receive a letter from DSI confirming that an escrow is in place, and that they have been named as a beneficiary.