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......

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 ......

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......

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......

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 “grey area.” To some extent, that fact likely arises from the practical impossibility of trying to acc......

Do You Need a Microsoft Service Provider License (SPLA)?

Rob Scott  Comments (0)
If your business model involves hosting applications, websites or data, chances are that Microsoft will require you to obtain and follow a SPLA. Businesses that use Microsoft software for internal use only, or where third-party access is anonymous or unauthenticated, do not ......

Preparing for the Inevitable SPLA Audit

Rob Scott  Comments (0)
If your company uses a Microsoft Service Provider License Agreement (SPLA)—and it probably does if Microsoft considers you to be in the commercial hosting business—you will be audited at some point. Typically, Microsoft SPLA customers are audited once every three years......

Attempts to Transfer Microsoft Licenses May be Ineffective

Rob Scott  Comments (0)
Like most software publishers, Microsoft includes terms in its standard license agreements to restrict a licensee’s ability to resell or otherwise assign to another party the right to install or use software. Increasing the level of difficulty for IT groups trying to m......

What is a Microsoft SPLA Verified Self-Audit?

Rob Scott  Comments (0)
If you provide commercial hosting services using Microsoft’s Service Provider License Agreement (SPLA), you may become a target of an ever-increasing variety of license audits from Microsoft and its vendors.  The latest flavor of a Microsoft SPLA audit is the verified s......

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......

Consult with Counsel for SPLA Audits

Rob Scott  Comments (0)
Microsoft’s Services Provider License Agreement (“SPLA”) is a popular licensing framework for businesses delivering hosted or rented software solutions to their customers. However, as with many software license agreements pertaining to resale or other business chan......

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?

Christopher Barnett  Comments (0)
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

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

Customer Access Under Microsoft MSDN Developer Licenses

Rob Scott  Comments (0)
Microsoft’s MSDN subscription licenses often create license compliance problems.  These problems arise because it is extremely easy to over deploy Microsoft software using MSDN media because it includes a vast array of Microsoft products with limited deployment controls.......

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

Christopher Barnett  Comments (0)
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-Audit Exposure Difficult to Estimate

Rob Scott  Comments (0)
One of the first steps we typically recommend to businesses facing software audits from any source is to try to estimate the financial exposure related to those audits. Doing so allows a company to allocate its resources more efficiently and to set aside reserves or make oth......

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......

Licensing Microsoft Applications in a Citrix Environment

Julie Machal-Fulks  Comments (0)
Many organizations allow their users to access desktop applications like Microsoft Office through Citrix, which is often used to control the number of users who can access the software at any one time. These organizations need to carefully evaluate whether they are legally a......

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: deciding wheth......

Licensing Old Microsoft Products

Keli Johnson Swan  Comments (0)
Businesses seeking to license older versions of Microsoft products may encounter challenges acquiring valid licenses.  This is a particular concern for some companies that utilize Microsoft products as the basis for their IT infrastructure and that want to avoid a costly mi......

Microsoft Licensing Considerations

Keli Johnson Swan  Comments (0)
Generally when purchasing new software online, or upgrading existing software, a box pops up on the computer that says “Agree to Terms”.  Most people simply check the appropriate box and click next without reading the fine print.  This can be troublesome when the Busin......

Microsoft SQL Server, Processor Licensing, and Virtual Servers

Rob Scott  Comments (0)
Use terms of Microsoft server products can be complex and difficult to interpret.  Microsoft SQL Server licensing rules for use in virtual environments demonstrate that a careful review of the use terms is necessary to avoiding copyright or contract violations. The current ......

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......

Microsoft SAM – A Software Audit by Another Name

Rob Scott  Comments (0)
When I heard a Microsoft executive recently explain its new approach to software license compliance enforcement, I couldn’t believe my ears. Statements like, “Microsoft does not endorse audits,” and “Microsoft believes that most of its customers want to be in com......

A Global Definition for Software “Hosting”

Christopher Barnett  Comments (0)
I previously have discussed what "commercial hosting" means when it comes to Microsoft software, but the universe of problems created by the "hosting" ambiguity obviously is bigger than just Microsoft. Almost all software publishers restrict or prohibit - to varying degrees......

Big Changes for Microsoft System Center Licensing

Christopher Barnett  Comments (0)
Business software buyers increasingly are aware of the significant changes that Microsoft will be implementing to the license metrics for SQL Server when version 2012 of the popular database solution is released this April. However, of potentially equal or even greater signi......