Reasonable Measures in a Hybrid-Work World
The 'reasonable measures' test assumed a perimeter that hybrid work erased. A quick note on keeping trade-secret protection reasonable when the work happens everywhere.
It's tempting to treat source code escrow as a relic of on-premises licensing. But a SaaS customer running critical operations on a vendor's platform faces the same continuity risk — arguably sharper, since it controls neither the binaries nor the infrastructure.
The principle holds; the mechanics changed. A modern deposit needs the build scripts, container definitions, infrastructure-as-code, and documentation to stand the system up elsewhere — code without its deployment recipe is close to worthless. We've seen release conditions trigger on paper while the customer still couldn't run anything. Negotiate escrow as an operational runbook, and verify the deposit.
More articles and field notes from Steven R. Kursh — keep exploring.