In the software licensing world, all audits are not created equal. On one hand are the “true,” contractual audits. Here, the applicable license agreement gives the software publisher the right, usually upon notice and sometimes limited in frequency or scope, to demand access to the systems where its products are installed or a report of…
There is a set of related questions our software-audit clients frequently ask us that boil down to variations on one or more of the following: Why am I being audited? What if anything did I do to cause this? How can I avoid it in the future? Unfortunately, those questions often do not have clear…
Many businesses expend far too little effort in securing appropriate non-disclosure agreements during software audits. Some businesses even wholly overlook NDAs during the audit process, believing that they have no leverage to demand reasonable protections for the information that the auditors will ask them to provide. This is a mistake that can cost a company…
Large companies that invest heavily in software licensing are familiar with the extremely one-sided nature of most software license audit clauses. It is a pleasant surprise when such clauses do not give software publishers rights to conduct audits at any time and for any reason, and when they do not require the audited companies to…
Software publishers know that the vast majority of their customers are, to varying degrees, out of compliance with the terms of license agreements governing their use of the publishers’ software products. Especially in larger enterprises, managing and maintaining a company’s license position is a daunting and maybe even impractical task, especially given the increasingly complex…
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 in a software agreement without a software audit clause, it can lead to serious consequences. It…
No one likes to be audited. In most cases, there is little that a business can do at the outset of an audit to avoid licensing exposure, if that business has historically inadequate software asset management processes. However, there are steps that all audited companies usually can take – regardless of which publisher is conducting…
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 than keeping the environment in-house. Then there’s this one: “All I have to…
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 evaluate their needs for particular solutions, to procure the required licensing, and to deploy and…
In many cases where we are retained to assist companies targeted for software audits after software-deployment data already has been submitted to the auditing entities, we have the regrettable obligation to let our clients know that they have disclosed too much. Over-disclosure can cost a company millions of dollars, and it is typically very difficult…
