Tag Archives: «software audit»

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......

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 &......

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......

Software publishers, acting alone, or through a proxy such as the Business Software Alliance (“BSA”) or Software & Information Industry Association (“SIIA”), regularly audit customers or potential customers to ensure license compliance and deter against copyr......

While the over-arching concept underlying a software audit initiated by a publisher like Microsoft or IBM is the same as that in an audit initiated by the BSA | The Software Alliance or the Software & Information Industry Association (SIIA) – a comparison of softwa......

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”......

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......

Software audits initiated by software publishers or representative entities, such as the Business Software Alliance (“BSA”) and Software & Information Industry Association (“SIIA”), are often resolved by an out-of-court settlement. Read More → 11 Secrets......

Businesses often have close relationships with software vendors, and that closeness usually is in direct proportion to the extent and importance of those vendors’ software products in the businesses’ network environments. However, despite their best marketing efforts......

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 dema......

In defending against software audits initiated by publishers such as Microsoft or IBM, many businesses make the mistake of assuming that those publishers or their designated auditors know what they are talking about when it comes to determining what licenses need to be p......

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 ......

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-discl......

                  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 a......

In order to effectively manage their software usage and to mitigate compliance exposure, companies need to know how to gather and analyze information regarding their product usage. While some software products may have unique data-collection requirements that ordinarily ......

In our experience, many companies facing software-licensing audits initiated by vendors like Microsoft, Oracle or IBM seem to be under the impression that auditors have a nearly unfettered right to information. This is not the case. However, too many audit targets discover t......

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......

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 us......

Businesses that have endured software audits from industry groups like the BSA and the SIIA or from software publishers like Autodesk likely are familiar with the basic audit process of counting the total number of installations for audited products and comparing those ins......

Software audits can be intensely frustrating ordeals for businesses to navigate. Many publishers will go to great lengths to cajole their customers with assurances of amicability and license-optimization opportunities, but most IT managers know that the reality of audits i......

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......

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 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......

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 ......

Have you received notice of an impending Oracle license audit? If so, it’s not necessarily time to panic. It’s normal practice for Oracle to audit its customers -- software license audits are a significant revenue source for the company. Many well-meaning compa......

Software license agreements often contain clauses allowing the licensor to review books and records, “Books and Records” clauses. These are often boilerplate clauses included in license agreements without much consideration from the contracting parties. When a Books ......

There is a growing trend for software publishers to keep software audits in-house and avoid using external organizations to pursue copyright infringement claims. Often, the compliance teams at the software publishers seek payment for software non-compliance through contr......

The end of the year is a busy time for software publishers and entities like the BSA | The Software Alliance (“BSA”) and the Software & Industry Information Association (“SIIA”) to resolve an audit target’s copyright infringement dispute by entering into se......

A software audit may come in many forms, ranging from an offer for a free Software Asset Management (SAM), a License Verification, or a request by a representative organization, such as an outside law firm, the Business Software Alliance (BSA) or Software & Informati......

Previously, I wrote an article about poor advice that can get you sued for copyright infringement in software audits.  While some of the main auditors have changed, the advice has not. The following is the most common bad advice that can result in litigation. Softwar......

Companies are sometimes fielding multiple software audit demands from multiple software vendors simultaneously, which can significantly impact in-house counsel. Software audits may be initiated by publishers or through outside entities such as BSA | The Software Allia......

One of the most critical steps of any business faces in any software audit is conducting an internal analysis of deployments to entitlements, preferably before any audit data is shared with the auditors. That internal review serves several purposes, including (1) identif......

How to Protect Your Company against Copyright Infringement Claims by Disgruntled Employees Seeking a Reward In an effort to enforce the copyrights of its members, Business | The Software Alliance (“BSA”) offers the potential for monetary rewards to any informant tha......

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......

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......

Each of the major software publishers has one or two tricks up its sleeve – tricks that often are missed by licensees – affecting how its server products may be used in virtualized environments. For example, Microsoft SQL Server requires a minimum of four core licenses......

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 informat......

I am a partner in Scott & Scott, LLP a firm that focuses on technology law matters in Southlake, Texas.  We represent companies accused of software piracy by industry trade groups such as the Business Software Alliance and Software Information and Industry Associati......

Software publishers have increasingly identified software audits as potential revenue-generating exercises, which has led to a rise in the number of companies targeted. Small, medium, and large companies all need to be aware that a software audit can result in extensive ti......

The Covid-19 pandemic shifted entire non-essential industries to a remote workforce, leaving companies scrambling to set up employees to work from home. A study in June 2020 by Pricewaterhouse Coopers determined that nearly 70% of office workers were working remotely. Wh......

Most software audits eventually reach a point after all the deployment and license data has been collected when the auditors – often employees of an accounting firm like Deloitte or KPMG, though sometimes the publishers’ own internal audit teams – present their draft......

More than 90 percent of software audits initiated by software publishers or representative entities, such as the Business Software Alliance (“BSA”) and Software & Information Industry Association (“SIIA”), are settled out of court after negotiating a final settle......

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 ......

Software publishers regularly audit their customers to help ensure that the customers are properly licensing their software. Some software publishers conduct audits directly, but many choose to audit through companies such as the BSA| The Software Alliance (“BSA”), or ......

Almost every business today operates with the support of digital tools. One survey put the number of companies investing in digital technologies to transform their business at an astounding 97 percent. Conducting business in this digital age means licensing software from......

Businesses that receive software audit demand letters from auditing entities such as the BSA or SIIA, or from software companies like Autodesk or Microsoft, often contend they cleaned up their network after receipt of the letter and should be released from any further obli......

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......

[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 ......

Companies facing copyright infringement claims from software publishers or their representatives have few options to navigate an audit and resolve the matter out of court. The costly nature of a software audit has prompted companies to take pre-emptive steps to avoid exp......

The majority of copyright infringement claims against consumers using copyrighted software are resolved by settlement rather than litigation, for a multitude of reasons. In some instances, the settlement agreements contain post-settlement obligations that can affect the ......

Recent trends indicate that software publishers are increasingly initiating direct software audits instead of outsourcing the auditing process to entities such as the BSA | The Software Alliance (“BSA”) or Software & Information Industry Association (“SIIA”).......

Sometimes a company receives notices of audits from many publishers or trade associations at the same time. Often this is because multiple agencies have received confidential reports from the same informant. If a current or previous employee contacts both the Software &a......

Software publishers are regularly auditing customers to ensure compliance with license agreements, and may initiate audits directly, or through entities such as BSA|The Software Alliance, and the Software & Information Industry Association ("SIIA"). These entities se......

As software audits increasingly become a way for software publishers to increase revenue, it is more important than ever to ensure that after a company has invested effort into resolving an audit, the company does not jeopardize the value of the release of liability. The ......

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 ......

[caption id="attachment_4770" align="alignnone" width="608"] Can a BSA | The Software Alliance or SIIA Audit be Short Circuited?[/caption]   Companies react in different ways after receiving a letter from the Business Software Alliance (BSA) or the Software & ......

Software auditing entities, such as the Business Software Alliance and Software & Information Industry Association, typically set forth a complex set of requirements for software audits that can be confusing, time-consuming, and expensive. Many businesses faced with soft......

Modern financial history is chock full of embarrassing audit scandals, which caused executives and corporate brand names severe damage from intentional fabrication of revenues, or creating imaginary profits, or claiming assets that turn out to be a mirage. There’s a new......

Traditionally, software audits were conducted by gaining access to software installations and reviewing entitlements. Theoretically, if a customer is using a cloud product accessed by login credentials, then audits wouldn’t be an issue because the software publisher wo......

Software piracy audits conducted by the BSA and the SIIA threaten small and medium sized businesses. As the economy tightens, software publishers such as Microsoft, Adobe, and Autodesk hide behind software piracy enforcement groups to pursue customers accused of installing m......

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......

The Services Provider License Agreement (SPLA) is Microsoft’s preferred licensing option for businesses wanting to use Microsoft products in support of hosted software solutions made available to end users over the Internet. For many companies, SPLA is a good fit, in that ......

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......

The Business Software Alliance (“BSA”) and Software Industry & Information Association (“SIIA”) work on behalf of their members (the lists of which include Microsoft (for the BSA), Adobe, and Autodesk, among others) to enforce copyrights and the terms of end user......

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......

In a previous post, I introduced the concept of post-settlement compliance following the settlement of audits initiated by the Business Software Alliance (BSA) and the Software & Information Industry Association (SIIA). As noted before, the first step to completing the c......

Software auditing entities, such as the Business Software Alliance (“BSA”) and Software & Information Industry Association (“SIIA”), initiate software audits of businesses that more often than not result in a settlement agreed to and negotiated by both parties. I......

In April 2012, IBM announced that it had reached an agreement to acquire Varicent Software, Inc., an Ontario-based publisher of analytics software for compensation and sales performance management. According to the announcement, Varicent’s customers include Starwood Hotels......

On January 12, 2012, the D.C. Court of Appeals held that the Software & Information Industry Association (SIIA) would not be required to disclose the name of one of its confidential informants in a civil case for defamation. Solers, Inc. had filed its lawsuit against a J......

If your company has received a letter from the BSA | The Software Alliance requesting a software audit, you are probably wondering whether you should cooperate or ignore the request. I have been handling BSA cases for almost a decade and advise my clients to cooperate but to......