Be Wary of Audit Tools Promoted by Software Auditors

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Most companies with more than a handful of computers in their IT environments rely on the results of network-inventory tools to gather the deployment data needed for accurate software audits. Without the tools, a business would be required to assign valuable resources to......

Adobe Audit Demands Can Be Burdensome

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Businesses contacted by Adobe for software audits can be lulled into thinking that those investigations entail less exposure risk than audits by other publishers, like Microsoft or IBM. Adobe audits typically are conducted directly by Adobe representatives, rather than b......

Trust, But Verify with Third-Party Software Vendors

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Enterprise-level software solutions often are very complex products requiring a level of expertise that may be outside the experience or skill sets of generalist IT teams. Many businesses therefore rely on the services of independent software vendors and consultants to eva......

Be Wary of Requests for Mystery Data

Christopher Barnett  Comments (0)
Software auditors such as KPMG, Deloitte and PriceWaterhouseCoopers like to have things their way. It’s an understandable impulse – with likely hundreds of audits pending at any one time, the natural inclination is to standardize the process around a single set of tool......

Defending SPLA Audits: Critical First Steps

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Many businesses contact Scott & Scott, LLP regarding Services Provider License Agreement (SPLA) audits after providing extensive information to Microsoft’s auditors and receiving compliance demands that would be ruinous for their bottom lines, if paid in full. At t......

Sweat the Small Stuff When Licensing Oracle Software

Christopher Barnett  Comments (0)
Enterprise-level software solutions often entail complex licensing challenges. Many of the thorniest questions often center on how to license software in virtualized environments, especially if the goal is to use something less than the full processing power of the hosting......

Compliance Remains a Concern Even in the Cloud

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For many businesses, the allure of moving their software platforms, applications and/or databases to The Cloud lies substantially in the promise of ridding themselves of license-compliance concerns. The pitfalls of a Cloud-based architecture are worth accepting for ma......

Top Three Challenges in Standard IBM License Agreements

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IBM software licensing can present an array of interpretive and compliance challenges for even the most sophisticated licensees. Here are three of the most important things to keep in mind when planning to license IBM products under the company’s standard-form agreemen......

IBM’s Standard Audit Clause is a Time Bomb

Christopher Barnett  Comments (0)
It is standard practice for software vendors to include clauses in their license agreements giving the vendors the right to invoke audits or some other mechanisms to ensure that the licensed products are used in a way that is consistent with agreed licensing restrictions......

Factors Affecting Potential Exposure in Software Audits

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Most businesses that try to plan for software audits and to estimate the potential exposure they could incur in the event of those audits know that the primary cost components of that exposure typically are the prices associated with any licenses they may have failed to ......

Microsoft’s Auditors Are Not Infallible

Christopher Barnett  Comments (0)
Microsoft licensing is a complex, multi-faceted undertaking, with different rules and license metrics applying to different products. In the context of software audits initiated by Microsoft, it is important to keep in mind the fact that the auditors hired to perform tho......

Avoid Pitfalls When Deploying ILMT for IBM Software

Christopher Barnett  Comments (0)
IBM software is expensive. In some cases, very expensive. While this may represent a necessary cost of doing business for many companies with mission-critical software solutions developed on or using IBM applications, all IBM customers clearly are incentivized to maximiz......

SQL Server Licensing Challenges in Hosting Environments

Christopher Barnett  Comments (0)
Microsoft does not make licensing SQL Server easy, either under SPLA or under volume licensing agreements. Here are the three most significant problems that our clients face when trying to license that product: Four-Core Minimum – Microsoft allows SQL Server to be lic......

Avoid Mixed-Mode Microsoft Licensing Whenever Possible

Christopher Barnett  Comments (0)
Most Microsoft software products – especially server products – can be licensed under multiple different models and metrics. SQL Server probably is the best example of a product that presents companies with multiple decision layers when analyzing new use cases: • C......

Oracle ULAs Require Delicate Balancing

Christopher Barnett  Comments (0)
Many larger companies feel an understandable desire to move toward, centralized, enterprise-level software licensing agreements. Such frameworks often have the advantage of allowing licensees to spread their license spends more evenly over the term of the agreement and to ......

Settlement Structuring for IBM Audits

Christopher Barnett  Comments (0)
Software-compliance audits initiated by IBM can be extremely burdensome and time-consuming and can force companies to face challenges that are somewhat unique among major-publisher audits. For one example, a significant component of IBM’s business model is the acquisitio......

Avoid Ambiguity in Microsoft Licensing Agreements

Christopher Barnett  Comments (0)
CTOs who have read Microsoft’s volume license agreements and product use rights documentation know that Microsoft has a special place in its heart for contractual “gray area.” To some extent, that fact likely arises from the practical impossibility of trying to acc......

Licensing Oracle Software in a Third Party’s Cloud

Christopher Barnett  Comments (0)
Many companies would like to know whether and to what extent their existing Oracle software product licenses entitle them to use that software in a third-party cloud-hosting environment – such as Amazon Web Services’ (AWS’s) Elastic Compute Cloud (EC2) environment – ......

Top Tips for Improving Outcomes for IT Transactions

Christopher Barnett  Comments (0)
Negotiating with software, SaaS and hosting vendors is a leverage game. Market leaders like Microsoft, Oracle, IBM, Adobe and SAP know this. Those vendors have structured their sales processes to maximize their ability to exert control over the negotiations framework and......

How to Contend with Oracle’s Many Licensing Policies

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It is common practice for software publishers to incorporate by reference various licensing rules and policies to govern the usage of the publishers’ software products. For example, Microsoft’s volume license agreements (such as MPSAs or Enterprise Agreements) incorp......

Accurate Inventory Information Crucial to Audit Outcome

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Obvious though it may sound, in almost every software audit the most crucial element contributing to a positive outcome is an accurate inventory of what software is deployed. Unfortunately, far too many businesses faced with an audit end up receiving grossly over-inflated ......

Key Components of Software Audit Response Policies

Christopher Barnett  Comments (0)
Software audits are significant legal and financial risks for all companies. With more and more software publishers utilizing intrusive audits and other information-gathering exercises as the basis for licensing transactions and – more troublingly – as sources of rev......

How to Conduct a Software Audit

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[caption id="attachment_5534" align="alignnone" width="614"] Fundamentals of Software Audit Data Collection[/caption]   One of the tasks with which Scott & Scott’s clients most commonly request our assistance is how to conduct a software audit. While almost ......

Be Wary of Certain ISV and Embedded Software Agreements

Christopher Barnett  Comments (0)
It is common for software solution providers to use third-party products to support the functionalities those providers have developed for their solutions. For example, a network-monitoring solution may incorporate IBM Cognos functionality, or an accounting solution may in......

Avoid Oracle ULA Termination Risks

Christopher Barnett  Comments (0)
Many software publishers recognize that perpetual licenses should be, true to their name, perpetual, and that unless you violate the terms of the licenses they should remain in effect forever. As the licensee, you may not want to use that Microsoft Office 97 license you ......

Hosting Oracle Software Carries Risks

Christopher Barnett  Comments (0)
The software-as-a-service (SaaS) solution-delivery model is becoming more and more widespread. Developers of all kinds of software solutions – products covering everything from office productivity, design, accounting, CRM, business intelligence and more – increasingl......

Even in The Cloud – Keep an Eye on Software Licensing

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There are many good reasons that businesses often cite in seeking to transition their IT operations to a vendor-delivered Cloud environment. It’s scalable. It’s more reliable and secure than what the business may be able to deliver for itself. It’s (often) cheaper......

Unpleasant Surprises in BSA & SIIA Software Audits

Christopher Barnett  Comments (0)
Many companies who comply with a demand by a software publisher or industry association (such as the BSA or the SIIA) for an internal software audit end up facing significant settlement demands after forwarding their audit materials to the other side. One of the reasons ......

Oracle Audit Risks

Christopher Barnett  Comments (0)
Oracle maintains what I consider to be the most aggressive audit program of any major software publisher. Its licensing rules can be extremely difficult to understand, and they frequently are not clearly stated in the applicable license agreements. Moreover, Oracle’s L......

Are Mandatory Software Inventory Tools on the Horizon?

Christopher Barnett  Comments (0)
Software licensing compliance is a complex task to manage. The metrics for measuring compliance often are a challenge to gather, and those metrics typically are different from software publisher to software publisher. This means that software asset management (SAM) teams nee......

Microsoft Clarifies Rules Related to Self-Hosting

Christopher Barnett  Comments (0)
I previously presented my thoughts here regarding changes Microsoft made to its Product Terms pertaining to the Self-Hosted Applications benefit under Software Assurance. After publishing that entry, Microsoft reached out to me to clarify that the principal effect of the ch......

Is Microsoft Trying to Kill Self-Hosting?

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Earlier this year, with no fanfare (which is perhaps unsurprising), Microsoft implemented a significant change to its Product Terms pertaining to Software Assurance (SA) benefits that likely will have a significant licensing impact for companies that have taken advantage of ......

Be Wary of Changes in New SPLA Contracts

Christopher Barnett  Comments (0)
Companies that have long relationships with Microsoft know that the company’s form licensing agreements have steadily evolved over time, and typically for the worse. If software licensing can be said to have any “natural laws,” certainly the First Law could be paraphra......

Beware Audit Terms in Microsoft’s New MPSA

Christopher Barnett  Comments (0)
Microsoft is in the process of transitioning many of its volume-licensing customers from the Select Plus Agreement to the new Microsoft Products and Services Agreement (MPSA). (More information on the transition framework is available here.) A notable difference between the......

Microsoft Updates Volume Licensing Use Rights Documents

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In the past, business consumers of Microsoft’s products and services have needed to reference at least two documents – the Product List and the Product Use Rights – to help determine the purchasing requirements and licensing rules applicable to those products and servi......

SQL Server Licensing Strategies for SPLA

Christopher Barnett  Comments (0)
Licensing Microsoft server products in any environment can be a challenging undertaking, given the complexity of some of Microsoft’s licensing rules. However, licensing Microsoft products for commercial hosting environments under a Services Provider License Agreement (SPLA......

Microsoft SPLA Audit Look-Back Periods

Christopher Barnett  Comments (0)
In a typical Microsoft audit of software licensed under perpetual licenses, the auditors usually will compare installations of Microsoft products against licenses owned, and Microsoft will require the audited business to purchase additional licenses required to cover any gap......

Microsoft Audit Roadmap

Christopher Barnett  Comments (0)
Microsoft offers an array of software licensing options for its business customers. However, during an audit, the timing and course of the project typically follows a fairly well-worn path: 1. Kickoff meeting At this step, Microsoft’s hired auditors (typically PriceWa......

Beware the Mandatory SAM Engagement

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For several years now, Microsoft has offered some of its customers the “opportunity” to have third-party licensing consultants (selected by Microsoft) review those customers’ Microsoft product deployments and determine whether those customers have all of the licenses n......

Running Windows Server in Clustered VMs Carries Risks

Christopher Barnett  Comments (0)
Many businesses running virtual servers with shared physical infrastructures have encountered significant audit exposure arising from the fact that, according to Microsoft, the physical machines in a clustered arrangement may be “running” any number of Windows Server ins......

SPLA Road Map Outcomes

Christopher Barnett  Comments (0)
In a past entry, I mentioned the SPLA Qualification Road Map as a helpful document for companies to use when trying to determine the appropriate license model for Microsoft products deployed in connection with hosted services. Again, the road map takes the form of a flowchar......

SPLA Basics: Who Needs a SPLA?

Christopher Barnett  Comments (0)
We write extensively at this site about some of the finer points pertaining to licensing software under Microsoft’s Services Provider License Agreement (SPLA). However, some businesses new to the model often ask us much more basic questions, like: What is SPLA, and is it r......

Challenges of Microsoft Server-Client Licensing

Christopher Barnett  Comments (0)
The basic model for licensing Microsoft server software – both for operating systems and for applications – is to purchase a license permitting the installation of the software on a server and a number of client-access licenses (CALs) equal to the number of users or devi......

Client-Licensing Basics for Microsoft Server Products

Christopher Barnett  Comments (0)
Many businesses struggle with the task of determining what kinds and quantities of licenses are needed in order to deploy Microsoft operating systems and client-accessed applications on their servers. The first step in that process often is the most difficult: decidin......

Software Compliance After BSA and SIIA Settlements

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Your business has just finished spending the last year of its corporate life responding to a software audit demanded by the Business Software Alliance (BSA) or the Software &Information Industry Association (SIIA). It has devoted substantial time and internal resources i......

Non-SPLA Licensing for Hosted Microsoft Software

Christopher Barnett  Comments (0)
Most businesses seeking to license Microsoft software for the purpose of delivering hosted software solutions over the Internet turn first to the company’s Services Provider License Agreement (SPLA). SPLA is Microsoft’s flagship licensing model for commercial hosting ser......

IBM’s Audit Rights Take a Turn for the Worse

Christopher Barnett  Comments (0)
The software-audit language contained in IBM’s standard license agreements never has been anything that anyone would mistake for customer-focused or even very fair contract terms. However, in August 2014, IBM released a new version of its Passport Advantage Agreement (PAA)......

Beware of IBM’s “Blue Washing”

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Fans of Star Trek likely are familiar with the dreaded Borg – an alien race of cyborgs that survives and swells its ranks primarily by conquering other races and then absorbing them into the collective through brainwashing and physically altering them with Borg-y bionic bo......