Software runs virtually every company, especially manufacturers—ERP, CRM, MES, APS, WMS, PLM, embedded tools on the line, and much more. Mismanaged licenses can trigger surprise costs, disruptions, and delays. In this session, Lisa Anderson talks with Arthur Beeman and Joel Muchmore (Beeman & Muchmore, LLP), legal specialists in software licensing, about the practical moves leaders should make before, during and after contracting.
What we cover:
- Software licensing complexity: Licensing has become a rat’s nest with cloud, hybrid cloud, SaaS model, hard bare metal installment and a different way of licensing each of these. In addition, companies such as Oracle and Broadcom are becoming more aggressive.
- Intake & defense: Forward-looking executives must be careful in both procurement and compliance.
- Audit: Two types of audits have emerged. First, there is the old view of audit, a full-blown and formal process. However, more frequently, there are soft audits popping up with sales calls and/or other vehicles to sneak in the backdoor.
- Intersection of law and technology: The law is focused on licensing agreements, and they are often drafted many years ago. Contracts are static. Yet technology continues to evolve, and so when disputes arise, the parties try to extract meaning, construction, rights and obligations from ancient contracts (from a technology point-of-view).
- Virtualization: All agreements start with a master agreement and were developed from the bare metal installation viewpoint. There is also non-contractual information such as policy documents, statements, white papers etc.
- Vendor & customer: Imbalance of power between the vendor and customer and what to do about it. Watch out for policies and practices vs contracts. And, by all means, do not rush into a contract.
- Key contract watchouts: Pay attention to the signing party vs who has the right to use the software (affiliates, subsidiaries, territories etc.).
- Contract guardrails: Find out what constitutes the four corners of the contract. This is especially challenging with digitized data.
What should companies do?
- Be attentive on the intake: This is the best thing to do.
- Self-audit: It is never too late to clean up your shop!
This is a must-watch for every company using software.
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