Restructuring MSP Contracts for Recurring Revenue

Rob Scott  Comments (0)
A Blueprint for Value Creation Over the years, Managed Service Providers (MSPs) have understood the critical role that recurring revenue plays in their enterprise value growth. Traditionally, hardware sales and projects offered short-term financial boosts but added little......

Navigating the Legal Maze: The Role of AI Lawyers

Rob Scott  Comments (0)
While we've seen that fears about technological progress are often exaggerated, it's important to acknowledge that each wave of innovation brings its own set of ethical and legal challenges. This is where specialized AI lawyers play a critical role—guiding businesse......

Why MSPs Need Dynamic Contract Updates

Rob Scott  Comments (0)
Introducing Monjur's Contracts-as-Service with Vendor Risk Mitigation The digital landscape is constantly evolving, and businesses need to keep pace. Nowhere is this truer than in the world of Managed Service Providers (MSPs). Not only do MSPs need to stay abreast of tech......

CAAS Solution Ensures Comprehensive Legal Protections for MSPs

Rob Scott  Comments (0)
In today's ever-evolving cybersecurity landscape, managed service providers (MSPs) are continually navigating a sea of new challenges. Clients depend on MSPs not just for the latest technologies but also for their expertise in implementing sound security measures. Howeve......

Insurance Obligations and Limitation of Liability in MSAs

Rob Scott  Comments (0)
Master Services Agreements (MSAs) serve as the cornerstone of operational clarity between Managed Service Providers (MSPs) and their clients. This comprehensive guide is intended for MSP owners. We'll clarify the strategic role of insurance and the limitation of liabilit......

How to Navigate the Regulatory Labyrinth as an MSP

Rob Scott  Comments (0)
In the ever-changing landscape of data privacy, staying up-to-date with regulations is not only beneficial—it’s crucial. Managed service providers (MSPs) bear the responsibility of ensuring their practices align with evolving state, federal, and international laws. I......

Non-Hiring Clauses in MSP’s Master Services Agreements

Rob Scott  Comments (0)
When considering your costumer contracts, the gravity of one particular clause in your Master Services Agreements (MSAs) cannot be overstated - the non-hiring clause. Allow me to elucidate why this clause is legally indispensable and how it fortifies the contractual back......

AI Training for Legal Functions: Revolutionizing Contract Review

Rob Scott  Comments (0)
Artificial intelligence (AI) is transforming the legal industry by streamlining various functions and improving efficiency. One area where AI has made a significant impact is contract review, where machine learning algorithms can quickly analyze and identify critical inf......

FBI Warns AI Generated Deepfakes Used in Sextortion Schemes

Rob Scott  Comments (0)
In a recent FBI warning, the public is warned about the rise of malicious actors manipulating photos and videos to create explicit content and engage in sextortion schemes. This alarming trend involves the use of advanced technology to alter benign images and videos crea......

The Importance of Vendor Risk Management

Rob Scott  Comments (0)
Request A Consultation Vendor risk management has become an increasingly important aspect of IT management, especially for MSPs who are trusted by their clients to ensure the safety and security of their systems. This task includes carefully scrutinizing and managing the ......

Legal Guidance for Responsible AI and Ethics

Rob Scott  Comments (0)
Safeguard Your Business in the Age of AI As artificial intelligence (AI) continues to revolutionize industries and reshape the way we work, the importance of responsible AI practices and ethics has become increasingly evident. Ensuring that AI technologies are developed a......

The Key Considerations for AI Licensing

Rob Scott  Comments (0)
Safeguarding Your Interests and Ensuring Compliance As artificial intelligence (AI) continues to revolutionize industries and reshape the way we work, businesses must consider various aspects of AI licensing to protect their interests and ensure compliance with applicable......

How MSPs Benefit from Using Browser Wrap Agreements

Rob Scott  Comments (0)
As an MSP, you may be familiar with the challenges of getting clients to sign contracts and other legal agreements. One of the key strategies for streamlining customer contracting is the use of browser wrap agreements.  Once your client signs the initial agreement, it a......

Drafting The Definition Section of an AI Contract

Rob Scott  Comments (0)
Creating a comprehensive list of AI-specific definitions for an AI contract can help ensure that both parties have a clear understanding of the terms and concepts involved. Here are suggested definitions for key terms in an AI contract: Artificial Intelligence (AI......

How MSPs Can Manage Vendor Risk

Rob Scott  Comments (0)
As a Managed Service Provider (MSP), managing vendor risks is a critical aspect of your job. Your clients rely on you to ensure that their IT systems are secure and running smoothly, which means you must carefully vet and manage the vendors that provide the software, har......

Managing Risks and IP Rights in AI Contracts

Rob Scott  Comments (0)
As artificial intelligence (AI) solutions become increasingly prevalent in modern enterprises, it is vital to manage the risks associated with their implementation and ensure the proper allocation of intellectual property (IP) rights in AI contracts. This article will......

Addressing AI Hardware in AI Contracts

Rob Scott  Comments (0)
AI hardware plays a critical role in the deployment and management of AI solutions, providing the necessary processing power for compute-intensive tasks such as deep learning. In AI contracts, it is essential to clearly define AI hardware to ensure proper allocation of i......

Understanding AI Tools and Platforms in AI Contracts

Rob Scott  Comments (0)
AI tools and platforms are essential components of AI solutions, providing the software environment for developing, testing, deploying, and managing AI systems. In AI contracts, it is crucial to clearly define these tools and platforms to ensure proper allocation of inte......

Navigating AI Algorithms in AI Contracts

Rob Scott  Comments (0)
AI algorithms are the foundation of AI systems, as they provide the means to train and generate AI models. As such, understanding AI algorithms, their ownership, and their implications in AI contracts is essential for safeguarding the intellectual property rights of both......

Understanding AI Models and Their Role in AI Contracts

Rob Scott  Comments (0)
AI models play a central role in AI projects and contracts, as they form the basis for AI systems to process input data and generate output data. Understanding AI models, their ownership, and their implications in AI contracts is crucial for ensuring the proper allocatio......

Navigating Output Data Ownership in AI Contracts

Rob Scott  Comments (0)
Output data is a crucial aspect of AI contracts, as it represents the results generated by AI models and algorithms. Determining the ownership of output data in AI contracts is essential for protecting the interests of both parties involved. This article will discuss the......

Protecting Input Data in AI Contracts

Rob Scott  Comments (0)
Input data is a crucial component of AI contracts and projects, as it forms the foundation for AI models and algorithms to function effectively. Ensuring the protection of input data in AI contracts is essential for safeguarding the interests of both parties involved. ......

Identifying Intellectual Property in AI Contracts

Rob Scott  Comments (0)
As artificial intelligence (AI) continues to revolutionize industries, intellectual property (IP) rights in AI contracts are becoming increasingly important. In this article, we will explore the process of identifying the IP in AI contracts and discuss strategies for pro......

Be Wary of Audit Tools Promoted by Software Auditors

Christopher Barnett  Comments (0)
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......

Why Businesses Should Approach ChatGPT with Caution

Julie Machal-Fulks  Comments (0)
One of the most popular discussions in technology conferences around the globe at the moment is artificial intelligence, specifically OpenAI’s ChatGPT tool. If you have not used it yet, ChatGPT is tool that allows a user to input a natural language question and get a r......

How MSPs Can Avoid Uncovered Claims

Rob Scott  Comments (0)
Why MSP’s Should Align the Indemnity Section of the MSA with the Wrongful Act Definition in the Insurance Policy When entering into an IT services contract, it's important to make sure that the indemnity provision in the contract aligns with the definition of a wron......

License Ambiguities in Software Audits

Rob Scott  Comments (0)
Without a contractual provision to the contrary, ambiguous terms in a software license will be construed against the software publisher. Provided that there are no other business factors that would make litigation unwise, an ambiguous license agreement is the situation m......

Top Five Legal Issues Facing IT Managed Services Providers in 2023

Rob Scott  Comments (0)
IT managed service providers (MSPs) are companies that provide a variety of IT services to their clients, including network management, data backup and recovery, and security. MSPs are often tasked with managing sensitive data, such as personal and financial information, and......

How to Choose the Right Lawyer for your MSP Practice

Rob Scott  Comments (0)
It's difficult to determine the best lawyers for MSPs (Managed Service Providers) because the best fit depends on a variety of factors, such as the specific legal needs of the MSP, its location, and its budget. However, some things to consider when looking for a lawyer f......

Why MSP’s Should Consider Contracts-as-a-Service

Rob Scott  Comments (0)
This article is for Managed Services Providers (MSPs) interested in learning about Scott & Scott's Contracts-as-a-Service solution. The cloud-based platform provides continuously updated legal protection to MSPs as new risks emerge. Scott & Scott's master templat......

When to Buy vs. Uninstall in Software Audits

Rob Scott  Comments (0)
One of the most common mistakes I encounter in software audits is what I call the post-effective date software buying spree. The buying spree occurs in response to a letter from a publisher or publisher's attorneys requesting a self audit. Many clients are discouraged to......

Litigation Risks of Ignoring Software Audits

Keli Johnson Swan  Comments (0)
Software audits are a means for software publishers to enforce and regulate use of their copyrighted software, and publishers regularly outsource enforcement of their copyrights to law firms or entities such as the BSA| The Software Alliance (“BSA”) or Software &......

Adobe Audit Demands Can Be Burdensome

Christopher Barnett  Comments (0)
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

Christopher Barnett  Comments (0)
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......

Why MSPS Need Their Own Data Processing Agreements

Rob Scott  Comments (0)
Over the past ten years regulation of data privacy and security has proliferated at the international, federal and state levels. Several industry-based federal regulations have been developed such as HIPAA for healthcare and GLBA for financial services. Other geographica......

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......

11 Secrets to Defending BSA | The Software Alliance Audits

Rob Scott  Comments (0)
Don't be in the dark on how to prepare and respond to software audits. An increasing number of companies face software compliance audits initiated by software publishers and their trade associations, such as BSA | The Software Alliance and the Software & Informati......

Is It Time to Tear Up Your MSP Agreement?

Rob Scott  Comments (0)
You offer your clients managed services that help them run and grow their business empires, but is it time for you to tear up your MSP agreement? In this moment in time when everything about business – and our lives – seems to be in flux, this is an important questio......

Managing Risks in the Software Audit Process

Rob Scott  Comments (0)
It has been said that software is the new oil. It fuels the information revolution. And in this metaphor, software audits are the meters that measure the flow—and extract maximum revenue for software makers. The auditors arrive on your company doorstep to “true up”......

Disguised Software Audit Clauses

Keli Johnson Swan  Comments (0)
Agreements often contain clauses allowing the parties to review books and records, “Books and Records” clauses. These are often boilerplate clauses included in agreements without much consideration from the contracting parties. When a Books and Records clause is used......

Defending SPLA Audits: Critical First Steps

Christopher Barnett  Comments (0)
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......

Costly Software Audit Mistakes

Keli Johnson Swan  Comments (0)
BSA | The Software Alliance (BSA) and the Software & Information Industry Association (SIIA) are organizations that represent software publishers seeking to enforce the copyrights in the products they publish.  In furtherance of this goal, these entities routinely send ......

How to Recover Early Termination Fees For Managed Services

Rob Scott  Comments (0)
IT service providers that include early termination fees in their contracts must decide if they want to seek reimbursement when a customer terminates a contract early. MSPs find themselves asking: Is anything owed? Can I collect? What is the cost? Here are key points to cons......

Compliance Remains a Concern Even in the Cloud

Christopher Barnett  Comments (0)
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

Christopher Barnett  Comments (0)
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......

Not All Software Audits Are Protected By Privilege

Keli Johnson Swan  Comments (0)
Companies faced with a demand for a software audit from a software publisher or an entity such as the Business Software Alliance or Software & Information Industry Association are increasingly turning to their own internal IT departments or hiring technology consulta......

Master Services Agreement Templates for MSPs

Rob Scott  Comments (0)
When a Managed Services Provider begins a relationship with a new client, it is important they agree on certain terms and conditions by which business will be conducted. This is known as the Master Services Agreement (MSA). These are the foundational terms that all busin......

Navigating Microsoft License Verification Audits

Keli Johnson Swan  Comments (0)
Microsoft, like other software publishers, routinely audits customers to help ensure that it is protecting the value of its intellectual property.  Microsoft verifies its customers’ compliance using several methods. Contact Us Microsoft License Verification ......

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......

Termination Clauses in IT Managed Services Contracts

Rob Scott  Comments (0)
Monthly recurring revenue and multi-year contracts have been the driving force behind managed services for years. They have been the basis for the tremendous growth in managed services over the years. The length of the term of a service agreement is very important as ......

Factors Affecting Potential Exposure in Software Audits

Christopher Barnett  Comments (0)
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......

Risk Balancing Provisions in in Managed Services Contracts

Rob Scott  Comments (0)
The risks for Managed Service Providers are constantly evolving. New cyber threats and regulatory compliance requirements present significant challenges for MSPs. The most important way to mitigate privacy and security risks for Managed Service Providers is by including ......

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......

Managing Risk in Managed Services

Rob Scott  Comments (0)
Risk Considerations for Managed Services This past week I had the opportunity to present on the topic of managing risk in managed services to the OTX Roundtable.  I want the thank the OTX Roundtable and Mark Jennings in particular for inviting me to speak.  What follo......

How to respond to a VMware Audit

Keli Johnson Swan  Comments (0)
Managing a complex IT environment very challenging, even before becoming involved in an external software audit from a software publisher or a third-party auditing entity. Businesses facing VMWare audits in particular should be prepared to take a number of steps to ensure ......

Software Audits: Proving Ownership of Software Licenses

Keli Johnson Swan  Comments (0)
Often the single most arduous and time-consuming task facing companies who are the subject of software audits is collecting entitlement information to prove ownership of licenses for software installed on its networks. Once a company receives an official audit letter from ......

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......